Caught In Another Web
by moholli
Summary: After homecoming, things are quiet in Queens. But when the water treatment plant suffers a fatal explosion, things get a little sticky for the friendly neighborhood web-head. Accompanied by childhood best friend, Julia Carpenter, the two team up to discover what caused it and save their city. But how can Spider-man save everyone else if he can't even save himself?
1. Chapter 1

_{ Peter }_

Peter impatiently drums his fingers against his desk, his eye glued on the clock above Mrs. Calford's head. He doesn't even pretend to listen to her Shakespearean lecture because what's the point of listening when he's not going to remember any of it in an hour from now? What he needs to do is get out of here.

The seconds slowly roll by and at long last, the blaring sound of the school bell notes the end of class and before anyone else has a chance to pack their things, Peter is already out the door and jogging down the hall. Students pour into the walkway and amidst the crowd of bodies, he spots his best friend walking to their locker as per usual this time of day, and he slows to a walk upon reaching them.

"And there is my beautiful, wonderful, talented, and brilliant best friend, how are you doing today, Julia?"

"Hello, Peter," she flatly responds.

"Is that a new top? Wow. Looks great. Listen, I need to ask you a favor."

Julia sighs, coming to a stop at her locker. "For the last time, I am not going to pretend to be your girlfriend to make people like Liz jealous, it's just not gonna work — "

"No, no, no, this one's legit," Peter says, holding out his hands for her books. "You know how I have that Stark internship, right?"

Julia hands him her stack of books while she opens her locker. "Last you told me, you lost the internship."

"Yeah, well, it's back on again and I need your help."

"With?" Julia asks, placing her AP biology book inside and pulling out her trigonometry book.

"Homework?" Peter fibs, hoping the lie will be enough to save his skin.

Julia slams her locker door shut and Peter knows it wasn't.

"No," she says, taking her books from him.

"Oh, c'mon! Just hear me out!" He pleads, following her down the hall.

"No way!"

"Look, the internship happens from right after school to late at night, I don't have time to do both — "

"Peter, I'm not doing your homework for you! I have enough to do on my own."

"And somehow between leading robotics lab and being president of art club, you still manage to keep a 4.0 GPA. Julia, you're the smartest person in the whole sophomore class! Technically, you're not even in our class! You're taking all junior classes, you basically skipped a grade."

"Therefore, I have more homework to do and don't have time for yours."

"But I have a good reason!"

"Then what is it?" Julia asks, stopping to face him.

Peter raises his eyebrows at her, taken back by her question. "W-what?"

"What's the reason?"

Peter's heart skips a beat, panic rising within him. He didn't think he'd get this far. But he has to tell her something. But he definitely can't tell her about the real reason behind the 'Stark Internship'.

"Well?" She prompts after a while.

Peter sighs, defeat welling up within him as his last glimmer of hoping to graduate fades. "I — I can't — I can't tell you," he quietly says.

Julia rolls her eyes. "Bye, Peter."

"No, wait, wait, wait, Julia! Please!" He says, grabbing her hand.

"Peter, I'm gonna be late!" She says, glancing over her shoulder to the stairs she still has to walk up to get to class.

"Will you at least consider it?" He begs.

The bell rings again, warning the end of passing period but Julia just stares at Peter like she didn't hear it.

"Consider what?" She asks, and though her voice isn't loud, Peter cringes; Julia is rarely angry at him. "How about we consider the fact that we told each other everything since we were six but that all stopped about nine months ago!"

Peter anxiously glances over his shoulder. She's getting closer to figuring out the truth, and no one can be around when she does.

"I mean, what is so important that you can't tell your best friend?!" She continues. "We never hang out, you're never around, you left me hanging in robotics lab, and now you're telling me you can't do your homework because of some internship with a trillionaire?! Well, let me tell you something, Peter Benjamin Parker, I am not your personal slave that you can coerce me into doing your work for you simply because I'm a girl or your best friend when you can't even provide me with a decent reason!"

Peter can't take any more of her ranting without feeling slightly guilty but mostly frustrated because he _does_ have a decent reason and before he completely blows his lid, he pulls back the sleeve on his arm to reveal a black web-shooter attached to his wrist.

Julia stares at it for a long while. "Am I supposed to know what the hell that is?"

Peter groans in frustration and drags her into the nearby custodial closet.

"Hey! What are you — "

Peter ignores her and pins her against a rack of supplies, pressing his hand over her mouth. He doesn't bother clicking on the light but rather clicks on his web-shooter and his Spider-man symbol appears on the ceiling, illuminating the small room in bright red. He watches Julia closely and sees her eyes light up with recognition.

Peter slowly removes his hand once it seems like she's not going to scream and waits for her to say something. Anything. The longer she stares at the symbol, the harder his chest beats. Not because he's standing so close to a pretty girl, although Julia is the most beautiful in school since Liz moved, just ask anyone, but because he entrusted his most precious secret to another best friend and has no idea what they're going to do with this new information.

"Well, that explains a lot," Julia finally says.

"Wow. Seriously? That's it?" Peter asks, clicking off the beacon of red light.

"What's it?"

"I'm waiting for the freak out."

"Freak out?"

"Yeah, Ned dropped his Lego Death Star when he saw me crawling on the ceiling" — Julia shoots him a furious look, obviously offended he told Ned first — "I mean — I — I didn't intend to show him that I could crawl on the ceiling. It — it just sort of happened — "

"Wait, wait, wait," Julia says, cutting him off. "You can crawl on the ceiling?"

Peter feels a grin work across his lips, pride surging through him now that two of the most important people in his life know all the things he can do. Taking the chance to show off, he shoots a web onto the ceiling, jumps, and lands on his feet to where he hangs upside down. "I can do all kinds of things," he says, smiling down at her.

"Like doing your own homework?" Julia asks, her voice hopeful and sarcastic.

"Except that." Peter sighs.

She's not impressed.

She never is.

He jumps down from the ceiling and stands in her space again, their chests just barely touching and he tries to stand back as best he can but the backpack over his shoulders makes that difficult.

"Look, I hear you," he says. "I do. I know I've been distant, I've been a terrible friend, you deserve better, but right now I need your help. Please, I just need to pass my classes. A C average, seventy percent, that's it."

Julia chews on her bottom lip like she always does when she's thinking and looks past his shoulder, muttering, "You're so much better than a C average…"

Peter eyes her warily. "Does that mean...?"

"Fine, yes, I'll do it," she replies, rolling her eyes. "But only because you're out there saving the world every night."

Peter yells with excitement and wraps her in a tight hug. "Yes! Thank you, thank you, thank you! Ah, you don't understand how much this means to me — "

The door abruptly opens and a stream of light floods the small closet to reveal Principal Morita standing in the doorway.

Peter separates himself from Julia who, with a quick glance, he notices her eyes downcast and she's pulled her books close to her chest.

"Ms. Carpenter," he begins, disappointment lacing his voice, "it was my understanding that bioengineering is your choice field of interest. Not chemistry," he says, his eyes shifting between Peter and the bottles of cleaning supplies.

"Uh, tech-technically, sir," Peter speaks up, "chemistry is a part of bio" — Principal Morita shoots him a look of warning — "e-engineering…"

"Mr. Parker, don't you have somewhere to be?" He tiredly asks.

"Yes, sir," he quietly says and steps out of the closet.

Julia follows suit and as she steps into the hall, Peter hears Principal Morita say to her, "And I will see you after school in detention." He begins to walk back to his office, and Julia to her class, but this isn't right. He knows he should be glad he can leave right after school ends but with everything Julia is doing, it's not fair.

"Wait, Principal Morita, this wasn't her fault," Peter calls after him. He stops to face him. "It was mine. I was the one who dragged her in there, she had nothing to do with it."

Principal Morita seems to contemplate this. "Then I will be seeing both of you in detention," he asserts. "Get to class." He stands there a moment and doesn't leave until Julia walks upstairs and Peter turns away, silently slipping into class.

* * *

 _{ Julia }_

Julia scoops out the last delicious bite of pudding from its container and savors it with a hum of contentment.

"You want some time alone with that?" Ned asks.

Julia scrunches her nose at him. "Very funny. I just forgot what it's like to just sit during lunch. Liz had me running all over school at all hours of the day to work on homecoming stuff. I'm so glad that's all over."

"Yeah," he scoffs. "No kidding."

Julia narrows her eyes at him, an element of… something, secrecy, maybe, lighting his face and he quickly turns to Peter. "Right, Peter?" He asks, feeling Julia's gaze tighten on him.

Julia looks over at Peter and he's lost in thought, twirling his spoon in the pudding cup but not eating it and Julia knows something is wrong. Especially because it's his favorite, too. May would only let them eat it after special occasions when they were little, but that all stopped after Uncle Ben.

"Peter?" Ned asks, drawing him from his reverie. He looks up at him then over at Julia and tries to be his usual self.

"Y-yeah!" He excitedly replies, trying to seem upbeat but it doesn't stick. "Yeah. Glad it's — it's over." He looks down again and moves the pudding around in the cup but doesn't say anything else.

Julia suddenly wishes she hadn't mentioned Liz.

The annoyingly peppy theme song for school announcements starts playing and Julia, Ned, Peter, and even Michelle sitting nearby, look to the monitor on the cafeteria wall.

"Good afternoon Midtown Tech, I'm Betty Brant and this is — "

"Winter _is_ coming, students — "

"Wow," Julia deadpans. "First five seconds of announcements and Jason is already making a fool of himself."

"It's a new record," Ned comments.

"He once did it in three," Michelle adds, losing interest in announcements and returning to her novel.

"You would know something like that."

Julia gives a small laugh at their bickering. They have this ongoing feud that no one really knows how or why it started but it's there and Julia keeps her distance from it and at the moment, that means listening to Betty read the announcements.

"And so to avoid spreading germs and prevent getting sick, be sure to wash your hands, eat healthy foods, and stay hydrated… Things high school students never do. Mr. Walsh only forced us to say that. You're welcome, Mr. Walsh."

"And now for sports highlights!" Jason interjects. "Ladies, feel free to tune out."

"That's such a sexist thing to say," Michelle comments without taking her eyes from her book.

Ned looks at her, confused. "You don't even like sports."

"Doesn't mean all genders can't appreciate them," Julia says.

Michelle looks over at her with narrowed, calculating eyes. "Robotics lab still on today?" She asks.

Julia smiles lightly, having been evaluated and approved by Michelle. "Sadly no. You can thank Peter for that," she says, directing an annoyed smile at him. Peter finally lifts his head and looks at her with those wide, innocent, puppy dog eyes she hates because they make her melt inside.

"What happened?" Ned asks, looking between her and Peter.

" _Peter_ got us detention."

"Guess I'll be seeing you guys there," Michelle says.

"Why do you have detention?" Ned asks her.

"Why don't you?"

"Cause I'm a good person unlike all you delinquents."

"Delinquents? Do you even know about the origin of adolescent offenders? It has nothing to do with…"

Michelle and Ned rant and bicker at each other for the next few minutes as lunch comes to an end, the bell ringing throughout school. By the time they reach the hall, they're still going at it all the while Peter is silent. And Peter is never silent. That's when Julia knows it's about a girl. Why else would a boy finally shut up?

Julia steps in stride with him, leaving Ned and Michelle behind, and walks with him down the hall. She flashes him a small smile to which he returns and just shoves his hands in his pockets.

"You know, I saw you in there," Julia gently says.

"S-saw? Saw what?" Peter asks.

"How quiet you were. And I know why, I get it, I've been through heartbreak a few times myself but, you know that better than anyone," she says with a small laugh, thinking about her off and on relationship with Flash. Julia glances at Peter and there isn't even a hint of a smile on his lips. "Do you… wanna talk about it?" She offers.

Peter shakes his head. "I wanna forget it," he says.

"And by 'it' you mean… _her_."

Peter stops their walk and shakes his head in thought. "Am I that transparent?" He asks, suddenly wearing a smile and looping his thumbs through his backpack straps.

Julia shakes her head. "Not transparent," she answers with a grin. "Just a book I've learned to read over the years."

Peter laughs a little. "Guess I should start writing in a different language."

"I'd learn the language," Julia replies. And then she just stands there, smiling at Peter for what seems like a beat too long and should probably be awkward but it's not because it's Peter and they're comfortable around each other and he's finally smiling a smile that could brighten any room and it's not like he's looking away either and the only reason Julia even walks away is because the bell rings for class and it snaps her back to reality.

The reality where she did nothing more than cheer up someone who was feeling down.

He will always be Peter. And she'll always be Peter's best friend.

 _Just_ his best friend.

* * *

 _{ Peter }_

Detention isn't all bad. It actually lets Peter write down all of his assignments for Julia and when they're due so she can give them to him and he can turn them in on time. But even as he makes his list, he can't help but feel a little guilty for giving her more to do. But at the same time, there are more important things to deal with than homework. There are innocent people in this city who need his help, and in order to do that, he needs Julia's help. And recruiting help isn't bad. Just ask Mr. Stark.

Peter hears Julia folding a piece of paper behind him and he can sense that it's for him, call it a spidey thing, so he holds his hand out behind him and, sure enough, she places the paper inside. They've been passing notes the old fashioned way since sixth grade. There's just something so cool about it; holding the same piece of paper someone else did, the message hiding in plain sight amongst other sheets of paper, or maybe it's the secrecy of it all and trying not to get caught. Either way, Peter glances at Principal Morita, distracted as he types at the desktop computer, and unfolds it under his desk to read the message from Julia.

 _Sorry you're stuck here because of me :( but also thanks for trying to take the fall._

Peter smiles softly, and scrawls out a reply.

 _I should be thanking you for taking on my homework._

He folds it and sets it on her desk behind him. It's only a few seconds later when he senses her about to tap him on the shoulder and he simply takes the paper from her and reads what she wrote.

You should.

Peter breathes a quiet laugh and turns around and mouths 'Thank you' at her.

She simply smiles.

No, not smiles. _Beams._

She beams at him with her perfect smile and pink lips that lighten her blue eyes even more and Peter turns around, unable to stop the grin spreading across his face. He's always thought Julia to be beautiful. And she knows that she is. And Peter knows that she knows and that's the problem with having a best friend. You know everything about them on such a deep level that you can't help but feel connected to them and you think about giving that connection between you a chance to grow but then what if something goes wrong and that connection, that friendship, is never the same?

"Psst!" A voice hisses across the room.

Peter looks to see Michelle holding her phone and glancing at Principal Morita, thankfully still distracted.

"Check this out," she whispers.

Peter holds out his hand for her to throw it to him and she does, Peter catching it with ease and hiding the phone under his desk. He senses Julia leaning over his shoulder and reading along with him the news article running across the screen:

 _BREAKING: Water Sanitization District Suffers Fatal Possible Alien-Driven Explosion_

Peter plugs his earbuds into the phone, offering one to Julia, and taps on the live footage of a news anchor, a woman's voice filling his ear.

" — not yet verified the use of alien technology but sources say that no other explosive could have caused such damage. Fire and rescue are working tirelessly to uncover twelve workers still trapped inside — "

Something heavy like a brick lands in Peter's stomach and he quickly raises his hand. "Uh, Principal Morita?!"

"Yes, Parker?"

"Can I please go to the bathroom?"

"It's not a bathroom."

"Can I please go to the _restroom_?"

"I don't know. Can you?"

" _May_ I please go to the restroom?!"

"You may go."

Peter bends down to grab his backpack, sliding the list of assignments on Julia's desk, and whispers to her, "Cover for me," before hurrying out of the room and sprinting down the hall.


	2. Chapter 2

_{ Julia }_

" — And as I was giving Michelle her phone back, Principal Morita just happened to look up and then he went on this rant about teenagers and cellphones and addictions because heaven forbid teenagers stay up to date on what's happening in their own city — Oh! And then he didn't even notice you were gone because he was preaching on his soap box until the end of the hour!"

"That's a relief," Peter laughs. After he relived rescuing the workers from the water treatment plant, it was Julia's turn to fill him in on what happened after he left. And they've had to wait a long time before they could. It's not safe to talk about Spider-Man at school and then after school, Peter's gone protecting Queens so they don't have a lot of time to catch up except for the rare occurrence when he offers to hang out with Julia on the weekend.

"He say anything to you after?" Peter asks.

Julia's smile fades as she follows him up the stairs to the rooftop access door. "Only the usual 'Don't let Parker hold you back' and the 'You have such a bright future' and 'Don't throw your scholarship away' and the 'You can do better than Parker' speech."

"Well, he's not wrong."

"If you think he's right, then you're both wrong."

Peter glances over his shoulder at her. He thinks she doesn't notice but she does.

There's a grin rolling its way across his face that he thinks she doesn't notice.

But she does.

They reach the top of the stairwell and Julia keeps a lookout as Peter forces the door open. "So what are we doing up here exactly?" She asks.

"I…" Peter says, his voice trailing off as he concentrates, "wanted to show you something."

Daylight streams into the stairwell along with brisk November air and Julia turns to find a small string of hardened webbing on the door handle which he used to pick the lock. A smile works its way onto her lips because damn that boy is smart.

"If it's to show off, I think you can already check that box," she remarks, stepping outside and walking over to Peter.

"It's not to show off, it's to show you something," he defends with a smile.

"Then get to it! I'm freezing!"

Peter quietly laughs, tossing his backpack to the side and grabs a duffle bag lying nearby instead. "Okay, _this_ is what I wanted to show you," he says, unzipping the bag, turning it over, and dumping the contents out.

Julia jumps away as cans of spray paint clatter to the ground around her feet. At first, she's shocked by the sudden noise but then she's shocked by, well, how many can fit in that bag, but also how Peter knew she would want to see this. Ever since her amount of schoolwork and responsibilities have skyrocketed with already having a full ride to NYU and the rest of her life planned out, her hobby of painting has fallen to the wayside and it's left her pretty miserable, if she's quite honest.

Peter shakes the rest of the contents out of the bag and tosses it aside. "Tah dah!" He says with arms open wide.

Julia crouches down next to the pile and sifts through the cans. Every color imaginable is here. "Peter, what…? How…? Where did you get all this?!".

"Nabbed it from a guy about to graffiti Delmar's," Peter says with a careless shrug.

Julia immediately jumps up, backing away from the cans of paint as if they were toxic.

"You mean you stole these?" She asks.

"Confiscated," Peter corrects.

"Wow, so, it's not okay for others to graffiti the side of a building but it's perfectly okay if I do?!"

"It's not the side of a building," he defends, "it's the roof of a building. They're completely different. Doesn't count."

Julia folds her arms over her chest and cocks an eyebrow at him.

"What? I never said I was the perfect superhero."

Julia gasps, suddenly remembering that while she's been inside doing twice the amount of homework every night for the past week, Peter has been out there protecting their city.

"But a superhero nonetheless!" She excitedly shouts. "You're frEAKING SPIDER — "

Peter rushes to her side, shushing her and grabbing hold of her and making her heart race and it has nothing to do with the fact that someone might have heard her give away his secret.

"Keep your voice down," he warns, a smile on his lips and in his voice.

Julia looks up at him, cautiously looking over his shoulder even though they're completely alone, and she realizes they're standing so close she can feel his body heat even though it's freezing up here and suddenly she's aware of every muscle in her own body and a fear sets in her, a fear of breaking away, of this moment crumbling before her that it makes her stay, letting him be close to her even though they have an entire rooftop to be apart.

Peter moves his hands from her upper arms to her elbows and Julia catches a hint of red under his jacket sleeve and she takes his hands into hers and turns them over for a better look. "Are you wearing the suit?" She asks.

A crooked smile works its way across Peter's face. "Well… yeah," he says. "Someone could need me."

"But I need you right now! C'mon, you promised me an alter ego free afternoon!"

"Alright, alright," he says with a laugh, stepping away from Julia and over to the pile of metal cans.

She instantly misses his touch.

"What are we painting, Picasso?" He asks, grabbing one and flipping it in his hands.

"I haven't even thought of that," Julia says, taking a seat on a nearby AC unit. "I was so concerned about committing vandalism that I haven't thought of what I would paint!"

"Yeah, but since Spider-Man has given you the greenlight, it's pretty safe to let your artistic side loose."

"Isn't that all graffiti artists do?"

"Don't encourage them."

"Right. Uhm… How about the… Midtown Tech logo?"

"Vetoed," Peter immediately replies. "Our names."

Julia scoffs. "What are you gonna say? 'Peter wuz here'? No. We're painting… Captain America's Shield."

Peter scrunches his nose at the idea. "No way, he's a criminal."

"And what are we about to do?"

"Use the world as our canvas?"

"Who's side are you on?!" Julia asks with a laugh.

"Alright, well," Peter huffs, jumping onto another box of the HVAC system, "I'm all out of ideas."

Julia watches him flip the can of red paint over and over in his hands and catches a glimpse of his red suit under his jacket sleeve.

"I have one," she says, shooting up straight and looking around the rooftop for the nearest and largest space to fit her creation. "Can I borrow that? Thanks," she says without waiting for a response and sntaches the spray paint from Peter.

"Hey!" He shouts.

But Julia isn't listening. She rushes over to the pile of paint, grabbing blue and black, then climbs the railing to the water tower.

"We have to agree on what we're painting!" Peter yells from below.

"No, we don't!"

"I got that paint for you, I should be able to decide what you're painting!"

"Listen to the first part of that sentence again!"

There's a pause followed by Peter saying, "Carry on."

Julia covers her nose and mouth with her scarf as she moves the spray paint back and forth over the metal surface. She throws the can of black paint back in the pile and grabs blue and red, working with the two colors simultaneously.

"Will you at least tell me what you're…" Peter's voice trails off as Julia finishes the last of the emblem then stands to the side for him to see.

"Tah dah!" She sings, gesturing to the painting. "It's you! Did I get it right? I think I did." Julia looks over the black spider standing out against the red and blue background and hears a web stick to a nearby surface and suddenly Peter is at her side, nearly scaring her to death, but then she looks over at him and he's just standing in awe at her painting.

"T-this is — This is awesome," he says. "Wow… How did I not think of this?"

"Because I'm awesome."

"You are pretty damn awesome."

Julia looks over at him with a smile, and he's smiling too, but still admiring at the painting and she looks in that direction as well. "I just figured he kind of means something to you and something to me since you told me about who you are and what you do and… why did you tell me about who you are and what you do?" She asks him.

"I don't know," Peter says with a laugh but then his voice adopts a more quiet, serious tone. "Guess I just couldn't lie to you…"

"Anymore than you already had," she adds, looking over at him.

"Yeah," he quietly says, avoiding her gaze. "Sorry about that."

"Don't be. It must have been lonely."

"The loneliest," he quickly replies with a breathy laugh as if it's been weighing on his chest for a long time. "At least until Ned found out. Even then I had Karen to talk to." Peter jumps down from the landing onto a lower level and jumping from there to another metal box, using the rooftop as his personal jungle gym. No wonder he likes it up here so much.

"Who's Karen?" Julia asks.

"Oh, she's the lady in my suit."

"Did you really think that sentence was going to clear things up?"

"I mean," Peter chuckles, turning to face her, "Mr. Stark designed my suit with a natural-language user interface programmed to help me catch bad guys."

"So she's Jarvis."

"Basically."

"Smart," Julia says, climbing down the ladder to the ground level.

Peter looks back to the Spider-man symbol painted on the water tower, admiring it with a smile. "Droney would love this," he says.

"Droney?"

"Yeah! Yeah, that's the little guy on my suit, that's — that's who you painted. He's my extra pair of eyes."

"So you really do have eight eyes," she teases.

"Har har," Peter replies, a little annoyed, but it just makes Julia laugh. She looks out toward the horizon, the sun setting just beyond the main part of town. Queens really is beautiful. Noisy, but beautiful.

Julia realizes she's hearing a siren wailing in the distance and she shares a worried look with Peter before they run to the side of the building to see the source of the noise. She leans out over the edge toward the busy street below, barely noticing Peter place a protective arm in front of her to keep her from falling.

"It's just an ambulance," he says, almost pushing her away from the edge.

Julia holds up a finger. "Usually if there's an ambulance there's" — Another round of wailing sirens emerges round a corner, only this time it's a squad of police cars — "And there it is, ladies and gents."

Peter looks to Julia with wide, pleading eyes. "Do you mind if I…?" He sheepishly asks, pointing over his shoulder in the direction of the cop cars.

Julia sighs. She does mind. But being Spider-man is what Peter lives for. "I already had my afternoon, I guess I can share Spider-man with the rest of Queens," she says, rolling her eyes.

Peter lets out a triumph of delight and already starts removing his clothes. "Have I ever told you you're the greatest?" He says, his voice muffled as he pulls his shirt off from his head.

Julia smiles. "No, but it wouldn't hurt."

Peter grabs his mask from his backpack before taking hold of Julia's shoulders. "You're the greatest," he says, a little breathless from being so excited. And seeing him excited to do something he loves is something Julia could never deny him. She suddenly realizes a connection between Peter bringing her up here to paint and her letting him race to save —

"Now just stay here, work on that project, I'll see you tomorrow at school!" Peter shouts, pulling on his mask, and turning and running toward the edge of the building. "Karen, trace the location of those sirens…"

Julia can't even finish her previous thought, let alone remember it as she watches Peter shoot a web onto a street lamp then jump from the roof's edge, gone for one second and in the next, he's eighty feet in the air, swinging down the street to help others with no regard what might happen to him.

"Be careful," Julia whispers into the night air, hoping that the breeze will carry her prayer to him and deliver him safely back to her. But she won't know anything until he comes back or even calls, which he normally doesn't, and she is definitely not going to stay up here just waiting around for him. So, she gathers Peter's clothes, tucking them into his backpack, and heads downstairs to the Parker's apartment.

They moved about a month ago, closer to May's work but farther from school for Peter (Julia is sure he doesn't mind), and she unlocks the door with her own key and makes her way to the living room.

"Hey, Julia, where's Peter?" May asks, glancing over the rim of her glasses at her.

"He went over to Ned's to grab something for our project," Julia fibs, placing Peter's backpack on the couch. "He should be back soon."

Ever since that fiasco of May seeing Peter in the suit, Julia and Ned are back to sneaking around to cover for him. Thankfully, May believed Peter when he quickly explained that "It's just a costume, I was just dressing up like that Spider-man guy" and "I'm not actually Spider-man" and "May, stop yelling".

"I'm actually about to head out to the supermarket," May replies, digging through her purse. "You guys need anything else?"

"Only your love."

"You kids already have that," May says, taking Julia's chin in her warm hands and giving her cheeks a small squeeze. Julia smiles into her motherly touch, causing her cheeks to squish even more. It makes May laugh a little, and she returns to sifting through the contents of her purse.

"Whatcha looking for?" Julia asks.

"My keys. I can't seem to find — "

Julia holds out the set of keys in her hand, offering them to her. May just stares at them for a moment. "I figure since it was your idea I get my own keys to the place, 'cause I'm here so often, that I should at least share them with the boss lady who pays the bills."

May smiles at Julia. "You're damn right," she says, taking the set of keys. "Hold the fort till Peter comes back!" She shouts over her shoulder as she walks out the door.

"Will do!" Julia calls back.

The door shuts followed by the lock clicking into place and Julia looks around the apartment she pretty much calls home and meanders into the kitchen, grabbing a water from the fridge and turns on the tv to unwind a bit before finishing the weekend's homework. _The Bachelorette_ flashes on the screen and Julia quickly changes the channel, almost disgusted by May's taste in television shows. She flips through probably twenty channels before a news story of a drugs bust catches her attention.

A sick feeling rises in her stomach as she thinks of Peter.

He could be there.

He could be in the middle of any number of bad things out there and he'd throw himself right into the middle of it and Julia would be the only one who knows where he went but she doesn't _actually_ know where he went and if something does happen to him —

Julia turns off the tv and takes a deep breath.

She can't think like that.

She can't think at all with these distractions.

She grabs Peter's backpack and looks for a place to start homework. That'll get her mind off things.

Off _him_.

But the dining table is covered in folded laundry and she doesn't want to disturb May's flow for when she returns so there's really nowhere else to go besides Peter's room. She opens the door and is met with his familiar smell and usually most boy rooms smell but not his. Peter's room just smells like… Peter. Like old books and the good kind of deodorant and maybe a little metallic-y coming from the gadgets he builds. On his desk is a device with two cartridges placed in the center, an opaque white liquid sloshing around inside, that connects to a slot for smaller cartridges.

Web-cartridges.

Julia laughs to herself. "Nice hiding spot, Peter."

She pushes the device aside along with the rest of his things, clearing a spot on his desk, and gets to work, plugging in her headphones and chugging away his homework before completing her own. An hour or so passes as May returns from shopping and as to keep her suspicions low, she closes the door and plays a sound bite Peter recorded earlier so she can at least hear his voice and know that he's home.

Another hour passes and Julia joins May for dinner, explaining that Peter isn't hungry, then returns to homework once again. She completes Peter's essay and starts up on her anatomy and physiology homework but quickly takes a break, feeling like her eyes are going to fall out of their sockets as the night continues to stretch on.

Julia wanders into the kitchen and opens the cupboards, looking for a snack that will keep her alert, awake, and maybe even a little energized.

"Hey, May?" She asks.

"Yeah, hun?"

"Where are the Oreos?"

"Top shelf. Peter might have finished them off, though."

"That son of a — "

"Hey, how's your dad doing?"

Julia closes the cupboards and turns to face May on the couch. "He's hanging in there," she says. "He's working a double shift tonight."

"Well, you are more than welcome to stay here," May replies with a kind smile that brings a warm, fuzzy feeling to Julia's chest.

"Thanks," she says softly.

"How's your mom?" May gently asks.

"She's good — Well, not g — Uhm, sh-she's — " Julia sighs. There's no point in lying to May, or to herself. "There's no change," she quietly says. "Which I guess is good. No news is good news, right?"

"Right," May whispers in her affectionate, reassuring kind of way and it is wonderful to hear someone talk to her like that again. "Ask Peter if he wants a snack," she adds.

"He says he's okay," Julia says, grabbing an apple from the counter and tossing it back and forth in her hands. "He's really focused on this project and won't stop for anything." She laughs a little, thinking about how Peter is focused, just not on their project.

"That's so great you guys are working together," May says. "You know, I haven't seen him work this hard in a while."

Julia shrugs. "Peter's always been a hard worker."

"When he wants to be."

"True," she says with a slight laugh.

"But you've been really good for him."

"You think?" Julia asks, a little too quickly. May gives a small, quiet laugh and Julia lowers her eyes from her and works at peeling the sticker off the apple.

"I _know_ ," May finally says. And the statement is so simple, so sweet, it's enough to give Julia the confidence to look over at her again. "Peter's always been different around you. You know, you guys are about that age. It wouldn't be so crazy if you…" May trails off and Julia feels her cheeks heat up as she she immediately knows what she's getting at.

"N-no. No, no, no, no. No. Peter's great and all, and I adore him but he's Peter. We're friends. Just friends."

May looks unconvinced by her answer but says, "Okay. I'll keep my mouth shut. What do I know? I'm just an aunt," she huffs, standing from the couch and walking into her room.

Julia sighs, internally groaning to herself as she dredges herself back to Peter's room. "You're much more than that," she whispers under breath, and closes the door behind her.


	3. Chapter 3

_{ Peter }_

Peter closes the window with a soft thud, and lowers himself to the floor. Every part of him aches from sifting through rubble all night and he wants nothing more than to throw himself into bed and pass out. He turns to do just that but immediately stops himself.

Julia lies on the lower bunk of his bed, fast asleep.

Peter feels his shoulders relax in adoration at the sight.

She stayed up for him.

Well, tried to stay up for him.

It's the thought that counts.

Peter moves to the edge of his bed and gently shakes Julia awake. "Julia. Hey. Julia, wake up. It's time to wake up, sleeping beauty."

"No," she grumbles into the pillow.

"Yes, it's time to go home."

"What time is it?" She asks, lifting her head and squinting at his alarm clock.

"Nearly one."

Julia quickly looks up at him. "Why are you getting back so late?"

Peter smiles a little at how concerned she is but he waves it away. "Don't worry about me," he says, grabbing her backpack from the floor. "C'mon, let's get you home."

Julia dredges herself out of Peter's bed and he helps her slip on her backpack. She wanders toward his bedroom door and Peter asks, "Where are you going?"

"Home?" Julia says, confused.

"You're not walking home alone at this hour. C'mon, I'll take you home the express way," he says, throwing the window open.

Julia's eyes are wide, incredulous. Peter may as well have asked her if she was the Incredible Hulk. "You mean the certain death way?" She quips.

"Aaand now she's awake." Peter sighs and holds out his hand for her. "Would you just come here please?"

Julia makes her way over to him, slowly, begrudgingly, but she comes to his side and takes his hand. And although the suit stands between his skin and hers, he feels lightning surge through him like when he held her close on the rooftop and he never wants that feeling to go away.

He pulls on his mask with one hand, never letting go of hers, and guides her arm toward his neck. Julia wraps her arms around him and he keeps his hand on hers to hold her there or to comfort her as he climbs through the window, he doesn't know.

"Alright, now just hold on to me," Peter tells her, perching on the window frame.

"No, I'm actually gonna let — "

Peter shoots a web onto a nearby building and flings them into the air.

" — gooOOOAAAAAHHHH!"

Peter laughs at Julia's screams that turn into yelps every other time he shoots a web and they swing through the city.

"Peter," Karen says into his ear, "who is this with you?"

Peter freezes for a second.

"Uh, nothing! It's no one!"

"My censors are having a hard time scanning without visual contact."

"That's okay!"

"I'll read their vital signs."

"Karen, you really don't have to do that!"

"Both of your endorphins are incredibly high, and I'm detecting strains of oxytocin in your bloodstreams — "

"Karen, I gotta go!" Peter shouts, quickly arriving at Julia's apartment and swinging them onto the fire escape outside her bedroom window. His chest heaves up and down a bit, either from nerves or exhaustion, maybe both, but finally Karen isn't pestering him with questions and overloading him with information that he's able to help Julia slide off his back.

She looks a little pale. Her hair is blown back from the wind and her eyes are wide with what could either be fear, excitement, or pure terror.

"You okay?" Peter asks, his hand still outstretched toward her in case she faints.

Julia looks from him back toward direction they came. "You do that every day?" She asks. "That's amazing!" She beams, the ever-growing smile on her lips somehow outshining the stars.

"Yeah," Peter breathes, looking out at the city still lit with nightlife. "Yeah, I guess it is pretty cool." Swinging through the city, flying through the air, it's become second nature to him. He hasn't stopped to think about how amazing Spider-man is.

"I should probably go inside," Julia says, snapping Peter out of his thoughts. She has her arms wrapped around herself and he instinctively acts, remembering how cold it is out here.

"Uh, here, let me get that," he says, pushing her window open and lending her a hand as she steps through the threshold. "Watch your head," he adds, using his other hand to shield her head from the frame so she doesn't bump into it.

"Thanks," Julia chuckles, finally safe inside. She flips on the lamp on her desk and sets her backpack on the window seat.

"Uh, I — I'll see you at school?" Peter asks, not knowing what else to say but not wanting to leave either.

Julia leans out of the window to talk to him. "Where else would I be?" She smiles. And with the soft lighting behind her and her bright eyes staring up at him, she looks like… an angel.

"Julia Carpenter," comes Karen's digitized voice. "If this is the same Julia you've told me about, she's everything you said and more."

News articles about her infamous full-ride scholarship offer fills Peter's vision along with photographs from robotics lab and awards and achievements and more awards and everything that qualifies her as an astounding individual but despite computing all of that, Karen will never be able to understand everything that Julia is.

Peter blinks a few times, realizing that after staring for what was probably too long, he should leave. "Well, I should, uh, let you get back to sleep," he says, edging away from the window.

"And you need to go to sleep," Julia says.

"Right," he quietly laughs, turning away from her. "Goodnight." He aims at a tree across the street and is about to shoot a web when Julia calls out, "Peter?"

He looks over at her, her sweet voice and velvet lips pulling him in, begging him to stay.

"When can we go flying again?" She asks.

Peter smiles. "Tomorrow. If you finished my english paper."

"It's on your desk."

His smile deepens. "Tomorrow it is then."

"It's a date," Julia says.

It's a date.

"Goodnight, Peter."

It's a date.

It's a _date_.

IT'S A DATE.

"Usually that's when you leave."

"Right, sorry, bye," Peter says, turning around and swinging from the fire escape. His once exhausted mind and body in desperate need of sleep now feels like he could do this forever.

It's a date.

She called it a date, that's gotta mean something.

His heart thumps in his chest and he lets out a whoop of delight, feeling lighter than usual as he zips through town back to the apartment because it _does_ mean something.

Peter arrives back at his bedroom window and quietly climbs inside, pulling off his mask and flopping down onto his bed that now smells like her sweet perfume.

"It's a date," he whispers to himself, already counting down the hours until he can see her at school again, until he can hold her close and show her the world he sees every night through his mask.

* * *

Peter walks down the hall the following morning with a spring in his step despite it being project presentation day. Everyone is pretty much on edge as they make last minute adjustments to their projects but Peter's not worried. Things are going really well for him. He's got a date with his best friend, Queens is relatively quiet, his homework is all in order, Julia even has their presentation ready for class unlike everyone else scrambling to finish theirs. Peter doesn't know what he'd do without her.

He goes to stop by her locker but between the bobbing heads of students walking past, he doesn't see her standing there. She's not standing anywhere, actually. Not by Michelle's locker, not by Nicole's, not even by Flash's (thankfully).

Peter glances at the clock on the wall. Five minutes until class starts.

Maybe she's just running late.

Yeah. Yeah, she must be running late.

But Peter knows better, and a pit forms in his stomach. This is a huge project and Julia knows everything about it and has everything for it. He's been so busy over the past week with Spider-man's life, he hasn't had time to think about Peter Parker's.

He tries not to get ahead of himself, though, and takes a deep breath as he walks to the library and finds Ned bent over a table, cutting paper for his poster board.

"Ned, have you seen Julia around?" Peter asks him.

"No, I'm a little busy," he says, carefully gluing the paper down.

Peter sighs and looks over at his partner, reading through their presentation. "Michelle, you seen Julia yet?"

"No, why?"

"Dammit," he whispers. "She's got everything for our project."

Ned laughs. "You better pray for a miracle, my friend."

Peter exhales deeply through his nose, his mind now racing with ideas about how to get out of this assignment, but mostly —

Where is Julia?

The bell rings for class and Michelle yells at Ned to leave their poster alone before he ruins it and she practically drags him down the hall to history. Peter follows, hopeful that Julia will show up, and he anxiously watches his classmates file in through the door to their seats but then the final bell rings and the desk next to him is still empty and his worry only grows even more.

What happened to her?

He pulls out his phone and quickly texts her while Mr. Kendler is busy taking attendance, but she doesn't respond. And she always responds. Especially right away.

Peter can't seem to focus the rest of class, not even for Ned and Michelle's presentation which they ace with flying colors, and it comes to his turn to present but he explains to Mr. Kendler that since Julia's absent, it's unfair to take credit for all her hard work. He seems to buy it, (because it's true, isn't it?) but insists they present the day she returns.

Peter agrees, and that afternoon he tries calling and texting her dozens of times but to no avail. That night he goes out web-swinging, hoping something good will come from today, but he nearly gets himself killed in the process by his distracted thoughts. Peter swings through midtown and eventually finds himself outside Julia's apartment. He lands on the fire escape outside her bedroom window and peeks inside.

She's not there, and it looks like she hasn't been all day.

"It just doesn't make sense," he breathes.

"What doesn't?" Karen asks.

"Julia wouldn't just go out of town without telling me, and I would know if she had a vacation planned."

"Would you like me to file a missing person's report with the NYPD?"

Peter breathes deeply through his nose. "That'll just cause more problems. Thanks, though."

"Of course, Peter."

Peter has a hard time sleeping that night, tossing and turning in his bed. His pillow still smells like her from when she fell asleep last night.

Could it really be just last night he saw her?

It feels like a lifetime ago. Her arms around him, clinging on for dear life as her terrified screams fade to nothing as they flew through the air, as she enjoys what he does, what she thinks as amazing…

What if someone from Spider-man's life got to her?

What if she's hurt?

No.

God, no. He can't think like that.

It could be something simple. Something as simple as her phone was stolen and she's staying with her aunt while her dad works. But even Peter doesn't believe his lie, and the next day at school brings the same disappointing answers. And few more students are absent.

"Flu season," Ned says.

Peter nods mechanically, searching the main hall before school once again. "Julia here today?" He asks.

"No, your girlfriend is not here," Michelle curtly responds, snapping her book shut. "Excuse me." She steps away from her locker and moves down the hall, a few freshman scampering out of her way.

"What was that all about?" Ned asks.

Peter frowns, watching her head bob through the crowded hallway. "No idea." And then a familiar face is walking towards him with a camera around their neck and a stack of books in their arms.

"Ey, Kirsten," Peter calls out, jogging over to her. "You seen Julia today?"

"Hi, Peter, I'm great, thanks for asking."

"Have you _seen_ her?"

Kirsten scoffs, adjusting her aviator glasses. "No, and Nicole and I haven't heard from her either."

Peter looks out at the students in the hallway. If Julia's friends haven't heard from her, and he's her best friend, she really is missing. "That's what I was afraid of," he breathes.

"I'm guessing you haven't, too."

Peter shakes his head, pulling his sleeves over his fists, suddenly feeling very vulnerable.

"Don't worry," Kirsten says, tapping his shoulder as if to make him look at her. "Our girl will turn up." She smiles at him then walks a few steps before turning back and saying, "Oh, and a little word of friendly advice? Don't rub your crush into Michelle's face."

"Crush? I don't have a crush. What makes you think I have a crush? What does Michelle have to do with any of this?"

"Oh, honey…" Kirsten sighs, and before Peter gets a chance to ask what she means, the bell rings for class and she walks away.

Peter internally groans to himself as he sits through another boring day, more bored now that he actually has to pay attention so he can do his assignments. Ned makes it tolerable but without Julia, the day is just boring.

And the next day is even worse. Half the students are gone and the students who remain crowd around the TV screens playing the announcements.

"What's going on?" Peter asks, walking up to Ned.

"Apparently we're only allowed to start drinking bottled water. It's a city-wide mandate."

"They say why?"

"Not yet."

Peter looks around at his classmates gathered under the monitor and spots Julia's friends, Kirsten, Nicole, and Gabrielle talking in low murmurs. He worms his way over to them saying, "Hey, guys, what are we talking about?"

"Not you," Nicole remarks.

"We're talking about Julia," Gabrielle explains.

"Gabby, shut up!" Kirsten says. "We don't wanna worry the poor dude!"

"Wait, worry me about what?" Peter asks. "Is Julia here?"

The three girls exchange nervous, almost sad glances with each other.

"You mean you didn't hear?" Nicole gently asks.

"Hear what?"

"Julia is in the hospital."

Peter's heart drops.

"See, I told you!" Kirsten exclaims. "What did I say? I said we shouldn't tell Peter because he'd just be more worried than he already is! And who was right?! I was."

But Peter barely hears her —

He can barely focus —

He can barely get out the word, "Where?"

"What?" Nicole says.

"Which hospital?!"

"Forest Hills," Kirsten says, and Peter looks at her, her eyes pleading him to find her, their girl, _our girl_ , she said, and it's as if she knows…

Peter maneuvers his way out of the crowd and sprints down the hallway, ignoring Ned and Nicole shouting his name, because he doesn't hear them. His brain is in autopilot as he bolts out of the doors he just walked through and swings his way through town, not caring who sees, until he arrives at Forest Hills Hospital.


	4. Chapter 4

_{ Peter }_

Peter marches through the front doors to the reception desk, quickly asking for Julia's room number, and practically sprints up the seven flights of stairs once given the information, all the while ignoring the receptionist's protest of how only family is allowed.

Peter practically is her family.

He quickly moves through the hall, scanning each room labeled by white numbers, and draws closer to her room number, sometimes farther away and he back tracks to find her and finally _finally_ he finds the room and immediately stops in the doorway, inhaling a short breath because —

There she is.

It's her.

It's _her_.

And his heart is beating out of his chest and he's ready to scream her name and the pain of missing her is disappearing because —

He found her.

She's alive.

She's alive but she's hurting and he's starting to see more. He steps toward her slowly, taking in the beeping monitor and the IV on her hand and the wires peeking out from behind her gown and the oxygen tube feeding into her nose and her eyes —

Oh, God, her eyes.

Her closed, sunken eyes rest above gaunt cheeks that show just how sick she is, and Peter doesn't understand how someone so full of life can be rendered weak and pale by whatever illness this is and all Peter can think —

All Peter can do is take her hand in his and hold on to her as if holding on to her will hold him together. But it doesn't work and she's not waking up and he grips her hand tighter to let her know that he's here, he's here for her, but he should have been here sooner and a few tears spill from his eyes and he sits on the edge of her bed, pressing the heel of his hand into his eyes as if to crush the tears from them because this is his fault, he doesn't know how but it is, he knows it —

"Peter…?"

Peter snaps his head up —

She's awake —

She's awake and she's looking at him with those bright blue eyes and Peter feels like he can breathe again even though seeing her awake knocks the breath from his lungs and he squeezes her hand saying, "It's me, I'm — I'm here."

She swallows thickly, trying to find her voice, still groggy from sleep and a few narcotics. "I'm gonna need that hand back sometime," she says, and Peter realizes how tightly he's gripping her and he immediately lets go.

"Sorry," he says with a quiet laugh, looking down at his hands not holding hers anymore and he remembers the fear he felt before he found her. "What happened, Julia?" He whispers.

"The short version?" She says, raising her eyebrows. "Dad came home from work, found me on the floor with a 106 degree fever and brought me in, I've been like this for three days, and that's how I ended up in this fashionable gown."

"Yeah, but you can make anything look good," he chuckles, his cheeks flushing red for no reason.

Julia snorts. "Tell that to my fourth grade wardrobe of neon shirts with glitter peace signs."

"Hey, I loved those shirts."

Julia laughs a little. So does he, and it's quiet between them for a moment, nothing but the sound of her steady heartbeat on the monitor and for some reason, it's reassuring.

Peter hears her sigh. "What are you doing here, Peter?" She whispers.

"I had to make sure you were ok," he says, his voice tight in his throat. "No one knew where you were, what happened to you, you weren't answering your phone which makes sense now because of the hospital, but I went to your apartment and no one was there — "

"Because my dad was here taking care of me — "

"And then I thought someone from Spider-man's life had gotten to you and I asked Kirsten where you were and half the kids in school are missing — "

"It's cause they're all here."

Peter's racing thoughts and words come to a screeching halt. "What?" He asks.

"I overheard the doctors talking," Julia says. "I was in and out for most of it but they think it's some sort of outbreak."

Peter thinks back to running down the hall to find her room. He thought he saw Betty in one of them and now that he thinks about it, Sally, Sophia, and even Tiny weren't at school this morning. Or yesterday.

"Peter, you really shouldn't be here, I could infect you — "

"I'm not leaving you," he tells her, and the way he says it renders Julia quiet. "Do they know what caused the outbreak?" He asks.

Julia gives a small shrug. "They think it's food poisoning, or something in the water."

"Water?" Peter repeats.

"That's the only common factor between the sick, besides the fact we're all from Queens. Ages, genders, ethnicities are all across the board, I mean, no one's immune."

"The water treatment plant," he breathes. "The explosion…"

"You think that has something to do with this?" Julia asks.

Peter looks at her. "Considering the city issued a boil order and started telling everyone to drink only bottled water, I'm gonna go with: yeah. Jason said the same thing on the announcements at school this morning."

"School," Julia softly repeats. "Our project!"

"Don't worry, I took care of it," he says, a laugh underlining his words. "You just worry about getting better."

"I'm actually worried about Jason doing the announcements by himself. I bet that was a train wreck," she says.

"It was," Peter laughs, thinking back to this morning. "Ah, I wish you had seen it. You would have laughed so hard. I think I even saw Michelle _smile_ at how bad it was."

Julia laughs at this, and the sound alone is enough to make Peter smile.

"It's alright, it's alright," a nurse says, entering the room and swatting away the receptionist and a couple security guards. "He's with me." The woman peers into the white room, glaring at Peter before slinking back to the front desk and Peter just looks to the nurse who entered the room and flashes him a tight smile. "You caused quite a ruckus out there, Parker. As you tend to do." He grabs the clipboard from the end of Julia's bed and moves to the monitor besider her.

"Hello, Mr. Carpenter," Peter says.

"Not that I don't appreciate Jules has company," he says, scrawling a few numbers across the chart, "but shouldn't you be at school?"

Peter doesn't look at Julia. He just puts his hand near hers on the bed. "There's no place I'd rather be," he says. And he still can't bring himself to look at her but she's inching her hand to his until their fingertips are touching.

"You know she's been asking for you."

" _Dad_ ," Julia groans.

Peter grins.

"What?" Mr. Carpenter innocently asks. "I'm just saying what you've been saying in your sleep."

Peter suggestively raises his eyebrows at Julia and she just throws her head back, covering her face with her hand but leaves the other one still touching Peter. He can't decide what he's supposed to smile at more.

But the happiness he feels is sucked out of the room when a man opens the door, spiking the hairs on the back of Peter's neck, and steps inside.

"Sorry to intrude," he says, his white coat swishing around him as he closes the door.

"Not at all," Mr. Carpenter says, beckoning him closer. "Come in, come in."

But Peter wants him as far away as possible. The man steps closer to Julia's bed and Peter sits up a little taller, squaring his shoulders, not because he looks threatening, although the scar running from his nose to his jaw does do that, but because there's something else about him.

Something that Peter's spidey senses won't let him relax…

"I just wanted to see how our patient is doing," the man says, politely smiling at Julia.

"Much better, thanks to you," Mr. Carpenter answers, reading over Julia's vitals. "BR is 18 and constant, BP 90 over 60, color is returning as we speak, although that may be from embarrassment," — Julia quietly laughs, and Peter gives them a barely-there smile — "all is returning to normal."

"That's wonderful news," the man says, his scar stretching his smile into stuff of nightmares. "I'm happy I was able to speed the process along."

"Oh, Peter, this is Doctor Lashmar," Mr. Carpenter says, introducing him to the man he wants nothing to do with. "He developed a cure for this outbreak. We owe him a great debt."

"I'm told everyone is expected to make a full recovery," Doctor Lashmar says, "including Miss Julia here."

Peter swallows, his mouth beyond dry, and tries to be thankful because this man did just save his best friend's life. "That's — that's awesome," he croaks out. "I'm glad you were around when we needed you."

"You make it sound as if I were a superhero," Doctor Lashmar chuckles.

Peter lets out a faint-hearted laugh. "Yeah," he mutters. "Something like that…"

Doctor Lashmar stands there for a moment, as if not knowing what to say but Peter's got a few choice words he can think of. "Well, I should be getting on with my work," the man says, turning to leave the room. "Good day to you all." He leaves and Mr. Carpenter isn't far behind.

"I gotta go finish my rounds," he says to Julia. "I'll be back to check on you in a bit." He kisses the top of her head and steps out into the hall and the moment the door closes, Peter is on his feet.

"We need to get out of here," he says, tugging the wires off Julia.

"What?" She asks, a little breathless.

Peter carefully removes the IV in her hand.

"Peter, stop!" She yells, but he doesn't. "What are you doing?!"

"We need to get out of here and we need to get out of here _now_." He throws back the covers and pulls Julia to her feet.

"Peter, slow down," she says, following him to the door. "Why do we need to leave?"

"That guy was at the water treatment plant," he explains, looking through the small glass window in the door to the hallway to the nurse's station where Doctor Lashmar stands. But Peter's not even sure he's a real doctor.

"Yeah, didn't you pull a bunch of guys from the ruins?" Julia asks, confused.

Peter shakes his head, almost frustrated she can't see the danger right in front of them. "You don't understand," he says, turning to face her. "His face wasn't all jacked up at the time."

"So?" Julia asks, even more confused.

"So," he says, "that night you spray painted the water tower, he was manufacturing this new drug at an apartment complex and when the police were going to arrest him, the building collapsed. I tried to find him, I did, but the police and I assumed he was dead. Apparently, he's alive and kicking and pretending to be a doctor by handing out viral _cures_! I'm telling you, the guy is bad news and we need to be as far away from him as — "

Peter's spidey senses surge to where its almost painful and he instinctively puts an arm around Julia and pulls her to the ground with him just as a sound so big and scary hits the air as solid as a fist, as a wave of bricks, as if the world has dropped out beneath him and he's falling sideways and up and down all at once and then —

Oh, God, and then —

* * *

{ Julia }

There's a blankness where Julia can't remember anything. Can't remember who she is, where she is, but she opens her eyes to find herself lying on the floor beside Peter with smoke twirling around them in spinning, floating ribbons and bits of debris are falling from the ceiling and for a moment it's peaceful, almost beautiful, and then Julia realizes she can't hear anything except a high-pitched whine that's drowning out all other sounds and Peter is beside her —

Wait —

Now he's over her —

Taking her face in his hands, his eyes frantically searching hers, and he's saying something that must be shouting —

Julia sits up slowly, feeling like her head is submerged under water as the world spins on, silent around her, and everything is slow and sounds far away —

But the floor's trembling —

And Peter's shouting —

And sounds begin returning and she starts to hear the screaming —

"JULIA!"

"My dad," she exhales, looking up at Peter. "He's out there."

"And I swear, I will find him, but we have to get you and everyone else out first."

Julia nods and Peter takes her by the hand and half-leads, half-drags her out of the room into the hall where there's —

Good God —

Where there's a giant, gaping hole cut right through the side of the hospital. The view of New York would be breathtaking if dust and fire and smoke weren't heaving into the sky from the chunk of obliterated floors and the edge of the blast zone weren't crumbling in on itself, leaving a jagged wreck —

And Julia —

Julia just stands there, hand-in-hand with Peter, watching the mayhem of screaming patients and bursting pipes and running nurses and falling ceiling tiles and blaring alarms —

"You need to go to work," she says.

"And you need to get these people out of here," he replies.


	5. Chapter 5

_{ Julia }_

Those at the end of the hall are killed instantly —

(killed killed killed)

(shut up)

(don't think about it)

— as are all the patients and nurses and doctors and visitors near the edge when the bomb exploded. Julia and Peter were only saved by a few body lengths.

And the blast keeps repeating itself, echoing over and over throughout the hospital until it seems to be continually happening all around them, the shock of it roaring through them again and again and again, leaving Julia wondering what comes next.

Wondering if it's big enough to kill them all.

And the aftershock will kill them all if they don't get out of here.

Julia gives Peter's hand a fleeting squeeze before ducking down the corridor to find her father amidst ushering patients to the stairs. She steps over a girl who's not moving —

She's not moving.

(she's not moving)

(shut up)

Each corridor she travels down is a swarm of bodies, none of them her father's, and she pushes her way back to where the bomb exploded, back to where her father was making his rounds to other patients and —

And she sees him.

Not her father, but _Spider-man_.

Peter's changed into his suit, the red and blue a stark contrast from the hospital white, and he stands at the edge of the explosion, assessing the damage, and against the greys of billowing smoke, he looks —

He looks like a hero.

Julia catches movement out of the corner of her eye and —

And out of nowhere —

Doctor Lashmar strikes Peter on the back of his head —

"NO!" She screams just as Peter falls off the edge, disappearing from view.

{ Peter }

Peter shoots a web, swinging onto the nearest platform and flips onto his feet, ignoring the pain in his head, and looks up to see —

To see Julia struggling against Lashmar.

"Karen, what is going on up there?!" He asks. "Droney, get me in closer!" The small device detaches from his chest and flies up the four stories, his camera zooming in on the fight between Julia and Lashmar and she's right there in his vision, taking up a portion of what he sees, and then he sees it —

Julia prying a gun from Lashmar's hands.

"Oh no…" Peter breathes, his insides feeling like poison.

He can't let anything happen to her.

Not after she reached for his hands and held on for what couldn't have been more than two seconds and yet it felt like a year.

"Incoming hostile on the eleventh floor," Karen reports.

"What?!" Peter looks above him to see a man, masked and armed, aiming up at Julia.

" _Julia, get out of there! He's not alone!_ " Peter screams, shooting a web from both hands and pulling himself onto the higher level.

"What the hell?!" The man shouts, stumbling back as Peter swings in.

"I could ask you the same thing!" Peter kicks the man in the chest while shooting a web at his gun, snatching it from him, and tossing it into the destroyed pit behind them. "You shouldn't use guns! They're bad!" He shouts to the attacker now lying in a heap of probably a few broken ribs. "Sorry about that. You'll heal. It'll be fine."

And as if the timing couldn't be better, or worse, Peter sees Lashmar and Julia still locked in a fight, blood smearing her nose (he'll pay for that) and the floor cracks before caving in —

Julia steps back in time —

(thank God)

But Lashmar is falling through the rubble —

Falling falling falling —

"I'm gonna hate myself for this," Peter sings to himself. He swings across the expanse of the pit, grabbing Lashmar mid-fall, and tumbling onto the sixth floor. Peter lands on his feet, and Lashmar is quick to stand despite the concrete debris landing nearby that could smash him flat.

"What's up, _doc_?" Peter says.

Lashmar charges at him with his fist held high.

"Really?" Peter says, and catches the punch with ease. "You know, I gotta ask, what _are_ you doing bombing a hospital after curing a bunch of people inside?"

"Wouldn't you like to know," Lashmar sneers. He swings his other fist and Peter jumps to the ceiling, holding himself there just out of reach.

"Uh, yeah, I would actually!"

"Maybe another time, _Spider-man_ ," he calls out, looking way too calm for someone standing in a building that could collapse at any second. "But right now, I got work to do. And so do you." Peter watches him turn and jog down the corridor where he disappears between the smoke and debris and Peter curses under his breath for letting him go.

But he's right, isn't he?

Another explosion erupts from above, the blast nearly knocking Peter over.

And this time it isn't from a bomb —

It's the building collapsing in on itself.

{ Julia }

Julia glances into each room she passes, and she's not sure if she's doing it to make sure people are evacuating or if her father will miraculously be there. Either way, she keeps going. She keeps running, dodging falling debris, even pulling a little boy out of its path and handing him off to a nurse and the two bound for the stairs.

The floor starts trembling again —

"No, no, no," she whispers, watching a large crack spread along the corridor —

And the floor in front of her collapses —

And it's too late now —

She can't stop —

Julia closes her eyes, sucks in a breath, and jumps.

A rush of adrenaline flows through her as she lands on the other side of the gaping hole and keeps going. She thinks of Peter doing the same thing out there and she risks a glance out toward the chunk of obliterated building and there he is.

Jumping, flipping, shooting webs, desperately trying to stabilize the hospital before it collapses even further and Julia is so exhausted, her fever slowing her down that she has to stop for a second to catch her breath.

But she can't stop. If she stops, she won't be able to start again.

She gently touches her busted nose and split lip and pulls it away, her finger a bright red smudge, but she can't think of the pain now, not when her father is still here.

Julia makes it to the stairs, running against the flow of bodies rushing down.

She has to find him.

She has to.

She can't lose him —

Not after mom —

Julia concentrates on her feet hitting the floor, concentrates on what's right in front of her. "Dad?!" She screams. "Dad?! _Dad?!_ "

There's no response. A few stragglers hurry for the stairs, and Julia pushes them toward the exit but she's not leaving.

Not until she finds him.

But she can't find him.

He's not here.

Panic rises from her stomach to her throat, almost making it impossible to breathe —

" _Julia!_ "

Julia's quiet for a moment, listening to the sound.

And then —

"Julia!"

The faintest of faint pleas —

Hope swells within her and before she knows what she's doing, she's running. She's running toward his voice, following it down each corridor where it grows louder and she's shouting for him and he's shouting for her and she finds him and —

"Oh, my God…"

{ Peter }

Peter grunts with each web he shoots, his webbing keeping the support beams functional but it won't last long. His arms ache, his lungs burn, his muscles scream at him to stop, and he knows he can't keep this up forever nor can he stabilize the building fast enough.

"Estimating two minutes until complete structural failure," Karen tells him.

Peter sighs. "Karen, we really gotta adjust your Bedside Manner setting."

Peter continues swinging through the halls, webbing the support system from bottom to top. Through the shattered windows, he notices a helicopter arriving to life flight patents out of the crumbling hospital.

 _Took them long enough_ , Peter thinks, but even as he thinks this —

The floor starts to shake —

And concrete pillars snap in deafening cracks —

"No, no, no!" Peter shouts, shooting webs as fast as they break —

But it's no use —

" _The building's coming down!_ "

{ Julia }

"A little help?"

It takes Julia a second to snap out of her shock but she steps forward and over the rubble, bits of dust raining from the ceiling, toward her father who stayed with the ICU patients until they could be rescued.

"Dad," she breathes, her eyes wet with relief.

"Julia," he whispers, engulfing her in a too short hug. He pulls away, saying, "We need to get these patients to the safety point. The chopper's already here."

Julia quickly nods, wiping her tear stained cheeks with the back of her hand, and gets to work saving these people. She rolls bed after bed to the helicopter hovering at the side of the building while her father and the paramedics transfer the patients onto the carrier.

"How many more?!" He asks, shouting over the roar of the propellers.

"He's the last!" Julia yells back.

"Let's go, let's go!" The pilot orders as her father loads the patient on.

Julia watches the walls shake, dread and fear and apprehension eating away at her stomach —

And she stumbles as the building starts to sway —

And the ceiling is coming down in chunks —

And it's a sound so loud you can barely think —

" _Julia! C'mon_!"

Julia doesn't think, there isn't time, she just jumps from the platform onto the helicopter right as the floor gives way beneath her and falls into her father's arms, knocking her head on one of the patient's beds. The pilot whirs them away from the building and Julia looks back to see the hospital as nothing more than a mass of smoke billowing into the blue sky.

Her father holds her tight against him, pressing a kiss into her hair, but Julia simply stares at where the hospital stood.

She can't believe she did that.

She can't believe a lot of the things she did, and Peter —

Peter.

Peter does this every day.

She doesn't understand how.

Or why.

She wouldn't want this.

Why would anyone want to be around this much fear and death and destruction?

{ Peter }

Droney attaches to Peter's chest and he pulls his sweater over the suit, shoving his mask into his backpack. He quickly pulls on his shoes as he watches the survivors from the safety of the wreckage.

She's not there.

Before Peter even knows what he's doing, he's running. He runs to the mass of nurses and doctors and patients gathering together, and he sees Mr. Carpenter already helping people get to where they need to go, Betty being one of them.

"Mr. Carpenter!" Peter shouts, running over to him.

He looks up at the noise and Peter can _see_ the relief flooding over him. He opens his arms and Peter embraces him, the father figure tightly holding onto him. "Parker," he says, "thank God you're alright."

Peter steps back and looks into his bright eyes that remind him so much of his best friend. "Where's Julia?" He asks.

"Peter?"

Peter turns —

And there, in the mid-morning sunshine, in the street not ten yards away —

"Julia…"

Her hospital gown is torn and frayed, holes singed into the fabric in some parts, and her hair is tangled mess but she's alive.

Alive.

Something Peter almost couldn't prevent.

"Julia," he says again, moving towards her.

"Peter!" She calls over to him, almost in disbelief, and she's coming closer to him.

"Julia!" He shouts.

Now he's running —

And hope is swelling within him —

"PETER!" She yells, and he reaches her with arms open wide and she throws herself into them, his worry and relief somehow wrapping her like a blanket and he's grabbing onto her, grabbing onto her like he'll never let her go and she's grabbing him back, she's grabbing him back, she's grabbing him back —

"I thought you were dead," she says, her breath on his neck. "I thought you were dead."

"Julia," he whispers, his fingers curling into her hair, and she smells like dust and iron and Peter remembers the punch she took from Lashmar and he pulls back to look at her, brushing her wild hair away from her eyes to reveal a few scrapes and a fresh wound trailing blood down the side of her face —

"I'm okay," she says, a soft smile doing little to calm his rampant thoughts. "What about you? What happened?"

"He — He got away," Peter whispers.

"It's not your fault," she says, and her words ease his troubled mind but don't lessen his guilt and he looks out on the chaos of survivors and paramedics and police and ambulances arriving and —

"I gotta stop this guy," he says. "Before you or anyone else gets hurt."

Julia looks out at the scene then up at Peter, all tired and shivery, then scrunches her nose. "Right now?" She asks. "You have to stop him right now?"

Peter smiles a little because she's right. It's a stupid thought.

"Maybe tomorrow," he says, then takes a deep breath and a sharp pain cuts through his side. Broken rib. "Definitely tomorrow. Tomorrow is good. Tomorrow works for me."

Julia laughs and drapes her arm around his waist. "C'mon, let's get you to my dad."

"Only if he patches you up first," Peter says, wrapping his arm around her shoulders and letting her guide him to an ambulance.

"Whatever you say, tough guy."

"Oh, c'mon! Don't quote May to me. Did she tell you about that?"

"That you took down some guy named 'Steve' who I'm assuming is Rogers? Yes. She told me."

Peter bickers with Julia the whole time her father bandages them up, and it's as if the past five minutes didn't happen.

But it did.

Just take a look around them. They're sitting in the back of an ambulance in the middle of a bomb site and Julia's hurt and it's Peter fault despite her saying that it's not.

She's doing better, though. Talking and acting more like herself as the cure from Lashmar (damn him) seems to be working but her color isn't returning and it's not because she's sick.

She's pale because of everything she's seen.

Peter knows he would be, too, if he hadn't been doing this for the past nine months.

He wishes he could take that from her, take her away from all the pain and horror and crappy things going on in the world because —

Things will never be the same again.

Not for Julia, not for Peter.

Not for Queens.


	6. Chapter 6

_{ Julia }_

Julia waits at the edge of the sidewalk for her usual Lyft to show up, nodding her head along to the beat pouring in from her headphones. That's the one thing she wishes she had when she was stuck in that hospital bed: music. She was too weak to hold a pen or pencil to draw, so going back to school today should be interesting. But she feels fine. Better than fine, actually, and she can't wait to tell Peter —

There's a muffled noise sounding vaguely familiar to her name and Julia pulls her earbud out and looks to see a man standing nearby.

"Julia Carpenter?" He repeats, slowly ebbing his way towards her.

Julia pulls out her other earbud, turning to him. "Yes…?" She says, hesitantly. He moves toward her with his hands shoved in his pockets in a way that sets Julia on edge. "Can I help you?" She asks.

"As Queens's golden girl, I think you can."

Julia seems to relax at this and finds a small smile rolling across her face. "You saw the article."

"Only all of the New York did," he chuckles. "I must say, a full-ride to NYU at just fifteen years old, it's…"

"Impressive?" Julia tiredly finishes.

"Unheard of," he says, and Julia stands a little taller, almost insulted even though she has no reason to be. It's just not what most people say. Most people give their input on her 'promising' future, but then again, this man doesn't seem like most people.

"Was there something I can help you with?" She asks, trying to speed this conversation along.

"I had a question to ask you," he politely responds.

Julia checks the time on her phone. She can spare a few minutes before she's considered late on her usual morning route to school. She gives the man with a small smile, saying, "Ask away."

"Is it true that stem cells have the potential to develop into different cell types?"

Julia doesn't know what question she was expecting but it wasn't this.

"In some organs," she says, slowly, "yes, stem cells regularly divide to replace damaged tissues but it's ground-breaking and somewhat unorthodox technology and I'm no professional."

"But you are notorious for your future in biomedical engineering."

Julia shakes her head a little, narrowing her eyes at the man as she realizes the bizarre conversation she's having with a stranger who seems to know everything about her. "Who did you say you are again?" She asks.

"Could you harness it?" He abruptly asks.

Julia blinks. "Excuse me?"

"Could you harness the power from human cells? Not only embryonic but any cells."

Julia doesn't even know what to say anymore so she just goes along with it and answers his question. "Cells don't have power," she explains, "unless you count the mitochondria which is the 'power house' and generates energy then, yes, technically cells have power. But harnessing that… I don't — I don't understand — "

"Is it possible to draw _out_ that energy from cells?"

Julia stares at him, seeing the excitement pour out over his face and into their conversation, his excitement the driving factor that cut her off from speaking and Julia can't help but wonder what this man is up to. "This is all theoretical, right?" She asks.

"Of course, of course," he says, almost like an afterthought.

Julia takes a deep breath and reluctantly says, "If you had a device or serum similar to a magnet, then theoretically, yes. But you'd need a power source large enough to contain those trillions of cells and it's not like you can carry a power plant in your pocket." A small laugh escapes her lips at the thought, her brain now working through this man's theoretical ideologies. "Well, unless you used an Arc Reactor now _that_ — that is power. But it's not like Stark Enterprises is selling those on every street corner." She laughs at the idea, just letting her mind wander and her mouth ramble as she looks out across the busy street and she looks over at the man who is just staring at her and staring at her.

"What did you say this was for?" She quickly asks.

"I didn't."

And Julia swears he's smiling.

Julia's Lyft arrives, pulling up to the curb and stopping in front of her.

The man steps forward and opens the car door for her. "But thank you, Miss Carpenter," he says. "You've been most helpful."

Hesitancy creeps up Julia's spine and she slides into the backseat of the car, if not despite her better judgement, just to get away from this stranger. He closes the door after her and Julia is greeted by her usual driver who begins the journey to school and everything seems normal. Nothing is out of place.

Except for that conversation still replaying in her mind.

What kind of questions _were_ those?

Who needs to know something like that?

Why did she even talk to him?

Julia looks over her shoulder, out the back window to where she stood not moments ago, only to find that the man is gone.

* * *

 _{ Peter }_

Peter grabs his physics notebook and a few other things he needs from his locker before closing it and when he turns around, he sees Julia walking up the steps to the main hallway and a warm feeling flows through him, that feeling he gets whenever he sees her and seeing her upright instead of in that hospital bed has got to be the greatest thing he's ever felt.

Their eyes meet for a split second, and she makes her way over to him and he tries to meet her halfway but Nicole, Kirsten, and Gabrielle beat him to her as they come running down the hall, all screaming Julia's name and they crowd around her in a group hug and Peter laughs a little at their ambush.

"We were gonna come visit you at the hospital!" Nicole says.

"We feel so bad!" Gabrielle adds.

"Don't," Julia says, cutting them off as politely as possible. "I'm glad you guys are safe."

"And we're glad you're okay," Kirsten says, pulling her in for another hug.

Peter smiles a little at this; he's glad, too.

Kirsten catches Peter staring at them, but she doesn't react like how he expects her to like with surprise or disgust or annoyance. Instead, she mouths at him, _Thank you_.

Peter gives her a half-smile. He didn't really do anything, but she thinks he kept Julia safe. She _knew_ he would keep Julia safe.

"This has been great," Julia says, drawing Peter out of his thoughts. "Really, you guys. But I'm actually on my way to see someone."

Peter immediately turns his back on them, trying (and failing) to pretend he wasn't watching from across the hall. He glances over his shoulder in their direction, and Julia is slowly stepping away from her friends.

Stepping right to him.

"We'll catch up at lunch though, cool?" She says.

"As ice," Nicole says, giving her a fist bump.

Julia walks away from her friends, and Peter turns to her, shoving his hands in his pockets because he doesn't know what to do with them now that they've held hers.

He doesn't even know what to say to her after what they've been through, and he's just grateful she starts the conversation so he doesn't have to.

"Feels weird being back," Julia says, walking up close to him. "Like school is so much…"

"Smaller?" He finishes, knowing exactly how she feels. He looks at her, and she's just watching the carefree students in the hallway. She nods. "Tell me about it," he mumbles.

"Actually… I do have something I need to tell you," she says, turning to him and swallowing hard. And the look in her eyes let's Peter know that whatever it is, it isn't good. "I just had — "

"Peter! Julia!"

"What now?" Peter mumbles as he turns around to face his friend.

Ned waves as he makes his way over to them. "You're back! It's so good to see both of you, I was so worried, I saw it on the news that you were there — _Spider-man_ was there — I mean, I bet Peter had nothing to do with it — "

"Ned — "

"Not that Peter is Spider-man or anything — "

"Ned!" Peter shouts again, more forceful this time, and finally he stops talking. "It's okay. She knows."

Ned looks at Julia, astonished, and she grins at him, wiggling her fingers in a slight wave.

"So," Ned says slowly, "does this mean we can finally become the Spider Squad?"

"Ned," Peter sighs.

"You can't tell me that's not an epic team name."

"Team?" Julia repeats.

"Ned, we were in the middle of something!" Peter insists.

"Okay, okay, fine, I just have one question," he says. "What happened at the hospital?"

All light heartedness seems to have been sucked out of their conversation, and Peter shares a knowing look with Julia before looking over his shoulder at the crowded hallway. "We can't talk here," he tells the others. "C'mon."

* * *

 _{ Julia }_

"So this Lashmar guy," Ned says, "he's behind all of it?"

"Yeah, but he's not working alone," Peter replies.

Julia jumps down from her perch on the desk, shaking her head in frustration. It doesn't matter if Lashmar's working alone or not. He tried to kill her, he tried to kill her friends, he tried to kill Peter, he _succeeded_ in killing eight people —

"How are we supposed to find him?" Julia asks, wanting nothing more than to rip his own head off.

"Would this help?" Peter asks, reaching into his pocket and producing a small, glass vial.

Julia draws a sharp breath, snatches the container from his hands, and inspects the yellow liquid inside. The same liquid cure that runs through her own veins. "Peter, how did you — "

"Sticky hands," he says with a shrug and there's a shy grin on his face and Julia could kiss him she's so happy.

"They're the best hands!" She exclaims. "If I can get this to the chem lab, I should be able to trace it back to the location it was manufactured."

"I'll come with you," Peter says, already on his feet.

"No," Julia says, reeling in her excitement as she remembers they have other responsibilities. "You have a test next period and unless I look exactly like you and my name is Peter Parker, I can't take it for you."

"Crap," he sighs. "I forgot."

"Ned can help you study."

Ned salutes at her. "Yes, ma'am," he says, already pulling out his books.

"I'll text you when it's done," she tells them, slipping on her backpack. "I should have the results within the hour."

"May the Force be with you."

Julia smiles at Ned and rushes out the door, but not without looking back at Peter who's just standing there, watching her leave, and she wishes he could come with her to the lab to figure out where Lashmar and his operation is hiding but free period only lasts so long and he needs to pass biology.

"Julia!"

Julia comes to a stop, closing her eyes and praying that who called her name goes away.

"Where you going?" He asks, that perfect laugh underlining his words, and he's not going away and Julia reluctantly turns around to face him.

"Flash," she sings, giving him a small smile.

"I didn't know you were back! I've been so worried about you," he says, walking up and hugging her.

She doesn't hug him back.

"That's funny," she says, "because you didn't seem that worried when you were behind the bleachers with Nancy this morning."

Flash looks at her sharply. "You mean like how you were in the custodial closet with Penis Parker last week?"

Julia's stomach drops to her shoes.

"Yeah," he says. "I heard about that."

"I asked you to stop calling him that," she quietly says, glancing back over at the door propped open to the classroom where Peter sits.

"And I asked you to stop hanging out with that loser," Flash spits out.

"He's my friend," Julia fires back.

"Then you need new friends."

She scoffs and turns her back on him, continuing her walk down the hall. "You mean be friends with more people like you?"

He frowns. "Doesn't sound so bad."

"Clearly you haven't met yourself."

"Hey," he snaps, grabbing her wrist and stopping her. "Don't walk away when I'm talking to you."

"You're a little late for that," she says, and jerks herself free from his grip but it only makes him more angry and he shoves her against the row of lockers.

The breath is knocked from her lungs as she makes contact with the cold metal and her breaths come faster as he leans in close to her. Julia wants to cry out for help or knee him right where it counts but somehow he'd spin the story around like he always does and no one would believe her so she stays quiet, letting him come closer and breathe into her face and she doesn't look away, she doesn't give him the satisfaction —

"You," he says, "don't get to walk away from me. No one walks away from me. You're mine, is that clear?"

Julia clenches her teeth. "Crystal," she growls.

Flash nods proudly, taking a step back. "I'll see you at lunch," he says, and strides down the hall away from her.

Julia hangs her head, letting out a breath she didn't know she was holding, and when she looks up, she notices Peter is in the hall talking to Betty. Their conversation seems to be going much better than hers and Flash's considering neither of them are walking away or are threatening the other.

Julia rolls her eyes at the thought of Peter getting back together with his ex, but she can't control him. Just like she can't control Flash, or any of this damn crazy thing called life and Julia takes one last look at Peter before heading to the lab, loathing Betty, hating Flash, hating high school.

Hating everything.

* * *

 _{ Peter}_

Peter stands there, watching Flash lean closer and closer into Julia pressed against the lockers. A twinge of jealousy surges through him and he balls his hands into fists to keep the urge to punch something at bay. He only stepped out into the hall because he heard them shouting but by the time he actually got here, they were like this.

"Don't take it too hard," Betty says, her light voice rising behind him. "They'll break up again eventually… I'm, glad you're okay."

Peter's fists involuntarily loosen. He turns to look at Betty, and all of his anger vanishes upon seeing her bright eyes and formal dress wear with her black headband, so dark compared to her blonde hair.

"I heard you went to see Julia at the hospital when the bomb exploded," she says. "I saw you with her after."

Peter doesn't know what to say to that because —

Because he saw her after, too. But he went to Julia.

He chose Julia.

"Betty — " He tries, but she cuts him off.

"She's really lucky to have you in her life."

Peter sighs. "Betty…" He wishes he could think of something else to say besides her name, something that would make her understand how sorry he is but she's already backing away from him.

"I better get to class," she says, not daring to meet his eyes, and quickly turns back to the AV room.

The door at the end of the hall clicks into place as she disappears inside and Peter wishes he could disappear, just for a little while. Just until Flash isn't shoving his relationship with Julia in his face and Betty isn't heartbroken about their breakup. Peter knows he only started dating her because Julia was dating Flash and while his intentions weren't honest, his feelings for her were. She made him happy, even if it was for a short while. But then he got his powers and he had to cut as many ties as possible, even Julia's, and he _just_ got her back and —

And thank God he still has Ned. He doesn't know what he would do if he didn't have him.

Peter walks back into the empty classroom to finish studying, and blows out his cheeks as if blowing out his remaining stress, and slides into the desk across from his friend.

"You must love the attention Spider-man gets," Ned says into his book.

Peter pulls his book toward him. "At the moment," he says, "no. I don't."

"Even if it gets you all the girls?"

"Girls don't know I'm Spider-man," he says, trying to find where he left off. "Only Julia knows."

Ned nods, and it's quiet as they read.

"So," he says after a while, "both Spider-man _and_ Peter Parker can get any girl he wants. Awesome."

Peter shuts his book, completely unable to focus with Ned's ramblings. "What are you talking about?" He asks, looking over at him. And Peter has never seen his best friend's face, so full of warmth, leave him so cold.

"I saw you with her," he says, and Peter's brow furrows in confusion.

"With who?" He asks. "Betty?"

"Oh, good, so you do remember her name."

"What?" Peter says, a little breathless.

"Peter, you know how I feel about her!"

Peter suddenly realizes how their conversation seemed to an outsider, and as innocent as it was, as heartbroken as she is, it only made Ned jealous.

"Ned, that's not — No! We were just talking!"

"And I'm sure you were," he says, standing from his seat. "But how is Ned Leeds supposed to compete with the infamous Peter Parker?"

"Ned," Peter says, softer than before, his guilt worse than before.

Ned grabs his backpack and collects his things, even taking the book Peter was using.

"What are you doing?" Peter softly asks him.

"Figure out the test on your own," he mutters, pulling on his backpack.

"Ned — "

"Better yet," he snaps, and it's so out of character that Peter flinches, "why don't you ask Betty for help?" He storms out of the room and Peter grabs his backpack, immediately following after him.

"Ned," he tries, hoping to stop him but Ned just walks away faster. "C'mon, man, don't do this." He still doesn't look back. "Ned!"

But he doesn't seem to be listening, and Peter is tired of watching people he cares about walk away. So he stops chasing after him and watches him leave.

He lets him leave.

He _let_ him leave.

"Trouble in paradise?" A rich voice asks from the side, and Peter doesn't even have to glance over his shoulder to know who it is.

"Not now, Michelle," he mutters, turning around and walking the other direction.

"Peter, I'm just trying to — "

He pushes open a neighboring studyroom door and shuts it behind him with a thud. He closes his eyes, taking a deep breath, and tries to be relieved that he's away from it all. And although he knows he should feel guilty about ditching Michelle like that, he had to walk away. He _had_ to. Just this one time so that maybe he can leave someone before they leave him.

"Everything okay?"

A small gasp escapes Peter's lips and he faces whoever spoke to see a girl sat at the table.

"Sorry," he says, a little off guard, "I — I didn't think anyone was in here. I just needed to get away from something."

"You can't hide from your problems, Peter," she says, tossing her bright blue hair over her shoulder. "But you always seem to be hiding something."

Peter stares at her, and she stares right back with a smug grin.

"You don't remember me, do you?" She asks.

A smile tugs at the corner of Peter's mouth as he _does_ remember her. She looks different than he last saw, but he remembers her. "You're Grace," he says. "We were in Mrs. Tayler's fourth grade class. We used to play together until — "

"Until Julia transferred schools," she finishes, and Peter's stomach twist with guilt. It must be on his face too because she adds with a laugh, "It's okay. I would have switched play mates, too. She's nice," she adds. "She found me unconscious on the bathroom floor of the girl's locker room last year and helped me get better."

Peter watches her nonchalantly play with the piercing on her lip and sees the long scar on her wrist. On both wrists.

He takes the seat across from her, saying, "She never told me about that."

"She never told anyone about it," Grace replies. "She checks in every now and then to see how I'm doing."

"That sounds like her," Peter says, a shy grin working across his lips. Julia has always wanted to help people, that's why she's going into bioengineering, that's why Peter likes her so much because he just wants to help, too.

"I know we haven't talked in forever but whatever you're going through," Grace says, "she can help. Just as I'm sure you can help her."

Peter gives her a small smile, remembering why he was friends with Grace in the first place. She's not afraid to speak her mind. Something Peter wishes more people had the courage to do.

"Can I ask you something?" He says.

"Shoot."

"I know you go by your middle name 'cause you don't like your real name — "

Grace snorts. "Would anyone want to be called Glory Grace Grant?"

Peter shrugs. "Sounds pretty to me."

"Sadly, not to everyone else," she says, quieter this time, more serious.

"Is that why…" Peter's voice trails off. He struggles to find the right words without overstepping his boundaries or bring up painful memories. "How… Julia found you?" He asks.

Grace nods.

And it's quiet between them for a while, and it's not uncomfortable.

"The people that drove you to do that," Peter says, "they're cowards. They make others feel like crap so they know at least someone is worse than them, trust me, I know. But for you to still be here, to stand up to them just by being alive…" Peter smiles. "You're my hero."

"That sounds a little weird but thank you…?" Grace laughs and Peter chuckles because he doesn't blame her. And regardless if she thinks he's weird or not, she's going to be okay.

They both are.

Peter's phone buzzes in his pocket and he fishes it out, quickly reading a text from Julia that tells him to meet her in the chemistry lab.

"Oh, yes!" He quietly cheers.

Grace laughs. "Good news?" She asks.

"I — I don't know," Peter says. "Guess I'll find out." He smiles at her and rushes for the door, maybe a little too excited but not enough to where he just forgets Grace. "Hey, uh, you wanna sit with us at lunch?" He asks her. "I — I'd love the company and I know Julia would, too."

Grace smiles at him and nods. "Yeah," she says. "Yeah, that sounds great."

"Great," he exhales, and that alone, that feeling of helping someone, of making them happy, is enough to turn around Peter's crappy day. "Well, uh, I gotta go but I'll — I'll see you then!" He throws open the door and runs down the hall to lab where he meets up with Julia and he's _still_ smiling.

Until —

"Mr. Parker," a voice says. Peter turns and is face to face with Julia's teacher. "This lab is for AP biochem students only, and if I'm correct — "

"It's okay, Mr. Harker," Julia says, walking up to Peter. "He's with me." She flashes him a dazzling smile and the old man caves, letting Peter stay but not without glaring at them as he walks back to his desk.

Peter turns to Julia. "Does everybody in this school just cater to your every whim?"

"Perks of being a celebrity," she teases. Peter rolls his eyes and she laughs.

She has a pretty laugh.

"Where's Ned?" She asks. "I texted him."

"He's not coming," Peter quickly replies. Maybe a little too quick because she's looking at him funny and Peter changes the subject, asking, "You said you had something to show me?"

"Oh, right!" She exclaims, grabbing his arm. "Take a look at this." She leads him over to the table in the back corner, explaining, "I was able to run a couple of experiments on the sample you gave me, but there are elements I'm unable to derive."

"What do you mean?" Peter asks but he's having a hard time focusing, his skin tingling from where she touched him.

"Every time I try to consolidate it," she says, "see what chemicals the cure is actually in it, it changes. Like the chemical makeup is morphing. It's adapting to survive when a hostile environment, like my experiments, try to break it down."

"You think that's why it worked on so many people?" He asks.

Julia shrugs. "Maybe," she says. "But why cure so many? Why target Queens?"

"I don't know," Peter says, lost in thought. "You get a location on where it was manufactured?"

" _That_ I was actually able to find out," she says, handing him her notebook which is a maze of complex chemical formulas and equations. "Lashmar created the cure at that apartment building that collapsed, you know, the one you told me about? But I found traces of chlorine on the vial which is used in the disinfectant process of, get this, a water treatment plant."

Peter looks up from the notebook. "Which one?" He asks.

Julia points to the bottom of the page.

"Tallman Island," he says. "That's the one that exploded last week."

"And everyone got sick right after."

Peter sets down her notes, pleased to have a direction to move in, but also feeling the weight of the world on his shoulders as they still need to find more answers. Or beat them out of Lashmar. Peter knows he should be surprised he'd even think something as cruel as that, but he hurt Julia.

And he won't get away with it.

"I'll check it out tonight," Peter tells her.

"No," Julia quickly says. "No way. You're not going by yourself."

"And you're not coming with me."

"Why not? I was there last time."

"The hospital was different. That was happenstance," he says. "If you come with me, you're walking into danger and I can't — I can't put you in danger. Not again. I won't."

"Peter," she says, stepping closer to him, and the softness of her voice and the sweetness of her perfume makes Peter's chest all funny. "I'm already in danger," she says. "We all are. Whatever this cure is, it's inside me. It's inside half the people of Queens. This is bigger than you now."

Peter looks at her, and understands why everyone caves at her beck and call.

It's because she's Julia.

"Okay," he says. "We'll go tonight."


	7. Chapter 7

_{ Peter }_

Peter and Julia walk into the cafeteria, swarming with students who don't seem to notice them quietly discussing the details of their plan for tonight.

"And just so you know," Julia says under her breath, "I'm not wearing red and blue."

Peter looks at her, affronted, and she quickly says, "What? Red doesn't go well with my complexion." He laughs a little, shaking his head as they turn the corner, heading to their usual spot where Grace sits, already waiting for them. And after the morning he's had, Peter's grateful that at least one person still wants to be his friend.

"Hey, hey, hey," Flash says from behind, and Peter turns around to find Flash's hand on Julia's, stopping her from walking any further. "Where are you going?" He asks her, his eyes solely on her.

"I'm gonna go say hi to a friend," she innocently replies, glancing over at Grace.

"You're sitting with me today, remember?"

"She can sit where she wants, Flash. You don't own her," Peter defends before he even knows what he's saying. His heart thumps in his chest, not because he's afraid of Julia's boyfriend, he's gone up against much scarier bullies, but because Julia is looking at him in a way he doesn't know how to explain.

"I'm sorry," Flash says, looking everywhere but Peter, "do you…? Do you hear something? I wasn't talking to you," he spits, addressing Peter directly for the first time.

"I'll be quick," Julia says, distracting Flash before he can inflict further damage. "I won't even sit down to chat."

Flash seems to take this under consideration. "Fine," he says after a while. "But don't keep me waiting." He presses a kiss to her cheek that Peter has to look down at his shoes for, waiting for this unbearable moment to be over and wishing that he could be the one to hold Julia's hand, to kiss her, and to rub it in Flash's face, but when he looks back up, Flash is glaring at him and shoves him for no reason before walking away.

Julia steers Peter away from him by the shoulder. "Ignore him," she says.

"I always do," he mutters, rubbing the spot on his chest.

Grace stands from the lunch table and Julia embraces her with as much kindness as she would anyone else. "Hey, Grace," she sighs, hugging her friend. "How are you?"

"Every days a gift," she quips, and Julia pulls back to look at her.

"Can't you let someone be nice to you for five seconds?"

"Fine," Grace agrees. "But not too nice. I can't be going soft, I got an emo reputation to uphold."

Julia softly chuckles. "I wouldn't dream of it," she says, but Grace is focused on something over her shoulder.

"Why is your douchebag boyfriend watching us like a hawk?" She asks without moving her lips, and Peter follows her gaze to Flash watching Julia from across the cafeteria.

She groans. "I have to go. I'll see you later," she tells her then says to Peter, "and I'll see you tonight." Peter watches her walk away and walk right into the arms of the guy he despises most.

"What was that about?" Grace asks, taking a seat across from him. "You guys got a hot, secret date or something?"

Peter frowns playfully. "Or something," he says, and Grace narrows her eyes at him to which he just smiles.

"Alright, fine," she says. "Don't tell me. But you can't tell me you're okay with her dating Flash."

Peter wants to tell her the truth. He wants to tell her he hates Julia being with Flash, he loathes the guy, but it's not up to him.

"It's her life," he mumbles. "She can do what she wants with it."

"Oh, because that's convincing," Grace says, rolling her eyes. Peter looks at her, and she shows her hands in surrender, finally backing off, and stands from her seat. "Just know that if you ever wanna make her jealous," she says, and Peter looks up at her, surprised, "I'm only a classroom away." She winks at him and walks out of the cafeteria, leaving Peter to sit by himself and ponder her offer as he watches the girl he loves in the arms of the guy he hates.

And Peter really wants to take her up on that offer.

* * *

 _{ Julia }_

Julia checks her watch for the umpteenth time. The past five minutes have felt like hours as she waits on the rooftop of his apartment building, freezing her buns off for Peter to show up. The cold night air cuts through her jacket and she pulls it tighter around her, adjusting it cover as much skin as she can. Those were Peter's instructions. _Cover as much as you can so you can't be recognized._ But Peter wears red and blue, which is so impractical, and Julia could never wear a mask. She's too claustrophobic for that. So all black clothes, a beanie, and exaggeratedly dark eyeshadow is what Peter's gonna get. He doesn't seem to mind though when he shows up, swinging onto the rooftop and flipping onto his feet, and mostly it's because Julia doesn't give him the chance.

"What took you so long?" She asks the moment he touches down.

"I know, I'm sorry," he says, walking over to her. "I had to wait for May to fall asleep. Your dad has the night shift, right?"

"Yeah, but they might send him home early so let's get this done."

"Wait," Peter says, tugging off his backpack and rifling through the contents inside. "Here. Wear these while we're there." He opens his hand to reveal two weird looking cuffs, and Julia figures they must be his old web-shooters. She hesitates for just a second before holding out her arms for him, and not because she's afraid of the devices. She's afraid he'll see how afraid she is, and how much her hands shake because of it.

"How do they work?" Julia asks, hoping to distract her fears.

Peter looks at her like she's crazy then folds down her middle and ring finger. "You point," he explains, "and shoot."

Julia nods like she's in deep contemplation. "Simple enough."

Peter chuckles softly. "That's 'cause I designed them," he says. "The ones I'm wearing" — He shakes his head — "You don't even wanna see what Mr. Stark did."

"Yeah, yeah, Mr. Superhero," she chides, twirling her finger in a circle. "Turn around, I got art club in the morning."

Peter smiles (at least she thinks he does, she can't tell with his mask on), tosses his backpack toward the AC unit and fires a web, sticking it to the surface. He moves to the edge of the building and Julia swears she hears him mutter something about her to Karen.

"Are you two talking about me?" She asks, stepping behind him.

"Only good things," he says, crouching down for her.

Julia climbs on his back and wraps her arms around him. "You better," she mumbles.

Peter laughs. "Hold on tight," he says in one breath, and in the next, they're soaring high above the streets. The city is still awake despite the lateness of the hour as cars honk at each other and people mill about the sidewalks, and Peter swings them through the dark side of town, keeping out of sight as much as possible. As they move away from the city, Julia is able to see it's beauty illuminated against the dark sky and she stretches one of her arms out, feeling the wind push her along and she lets out a laugh at the feeling of flying again.

She never did have that date with Peter. He said he would take her to see more of the city from up above but, this is good, too. It has to be, since Flash won't let her go anywhere without his permission. But Peter wouldn't want to date her, anyway. He's too busy with everything that's happening in Queens.

Peter swings them all the way to the edge of the city where the wastewater treatment plant takes shape, a series of buildings set aglow in the harbor. Peter brings them low to the ground and Julia jumps down when she's close enough. The smell is overwhelming, like all sorts of chemicals and wet asphalt after it rains, and the sound of humming machinery and churning water makes it hard to hear anything.

"This place was in ruins last week," Peter says, taking a look around. "How is it operational? Karen, you sure we're at the right one?"

Julia takes a look around, and she sees it.

"I'm gonna go out on a limb here and say, yeah." Peter looks at her, and she points to a device attached on the outside of a massive containment pool. Peter rushes over to it, Julia close behind, and she recognizes it as a diluter like the one in chem lab.

"Why is there a timer on it?" Peter asks, already working to de-assemble it.

"Chlorine is used in the disinfectant process," she explains, "but it's only in there for fifteen minutes."

"Which means he's been replacing the disinfectant with the cure," Peter finishes.

Julia shrugs. "Smart." Peter looks up at her and even through the mask, it's the most befuddled look ever. "Sorry," she adds.

Peter shakes his head, and prys the contraption off the wall. He holds it up, saying, "Want a little target practice?"

"Do I have a choice?" She asks.

"Not really. Get ready," he says, and Julia takes a step back, her eyes never leaving the diluter, and keeps her fingers over the web-shooter triggers. Peter throws it into the air and as it comes hurtling down, she fires three rapid shots, coating the device in webbing. She fires another strand, grabs the end of it, and yanks the device to the ground where it smashes into pieces.

"How's that for aim?" She quips, pride surging through her.

But Peter isn't paying attention. His head is tilted toward the main building behind them, listening like he heard something or Karen told him something. But nothing's there, nothing that Julia can see.

"What's wrong?" She asks.

"Someone's here," he says quietly.

"Well, that's good right? We wanted to find Lashmar."

Peter shakes his head. "There's too many," he says.

"How many?"

"Karen, give me infrared," he orders, and Julia anxiously watches him as he watches something unbeknownst to her.

"Oh my God," he breathes.

"What?"

"You have to get out of here," he says, grabbing her hand leading her behind a structure.

"Peter, I didn't come here to hide! It's my job to keep you safe!"

"And what do you think mine is?!" He shouts, and those words leave her frozen. "Look, Lashmar saw you with me at the hospital, he knows you saved me and if he sees you again, he'll know who I am! I'll take care of them, you just stay here and wait for my signal."

"Wait here?!" She repeats, but Peter has already fired a web and is swinging himself toward the danger. " _Peter!_ " She screams and immediately regrets the sound leaving her lips. She clasps a hand over her mouth to stop her from saying anything else, and hopes with everything she has that she didn't just give his secret away.

* * *

 _{ Peter }_

" _Peter!_ " He hears her scream, and he stops for a second —

He hates hearing her voice like that —

He hates leaving her behind —

But he has to keep her hidden —

He has to keep her safe —

Peter swings his way to the upper platform and crawls the length of a steel beam, keeping out of sight as he watches four thugs laugh and talk and wave guns around far too comfortably. And Peter recognizes one of them. He doesn't even have to ask Karen to cross reference the footage from the hospital, he just knows.

He's the one who tried to kill Julia.

And Peter would never forget that.

He shoots a web at the destroyed diluter and throws it down in the middle of their ring. The thugs jump back from the ghostly disturbance as Peter jumps down behind them. "Looking for this?" He asks.

The men turn around to face him; one flicking open a pocket knife, two of them aiming guns at his chest while another smirks at him, casually drinking a beer. He finishes his drink and throws it to the side, the glass bottle shattering to nothing. "More like the friend you brought," he says, licking his lips and moving closer.

"Perfect," another coos, drawing near. "Two for the price of one."

"You're not gonna lay a finger on her," Peter says.

"Oh, so it's a _her_?" Pocket Knife questions. "That is good to know." The four of them chuckle darkly, and Peter doesn't want to think of what they'll do if they find her.

"Shut up and search the platform," a voice orders from the shadows, and Peter looks to the stairwell to see Lashmar emerging from the darkness. "Bring her to me," he adds. "Alive."

Two of the men nod at each other and step toward the stairs, but Peter blocks their path with a series of webs. "Ooo, sorry," he remarks. "You won't be going anywhere for a while. Bummer."

Lashmar finally, slowly, looks over at Peter. "Spider-man," he sneers. "How unpleasant to meet you. Again."

"I could say the same thing about you, _Lashmar_."

"Oh, please," he sighs. "You're still calling me that?"

"That is your name, isn't it?"

Lashmar folds his arms over his broad chest. "I'm surprised you haven't figured it out yet."

"Figured what out?" Peter tiredly asks.

"My name," he says with contemptuous smile that Peter can't help but roll his eyes at.

"Why don't you just tell me?" He asks.

Lashmar shrugs. "I show you mine, you show me yours."

"Fat chance," Peter spits out.

Lashmar smiles, unbothered. "I suppose I'll have to convince you then," he says. "My name is Simon Marshall." Karen automatically searches police data banks and conducts a web search for information about him. "Feel free to look me up or turn me over to the police, it doesn't matter. They won't do you much good."

Peter glances over the information before his eyes and gathers enough breadcrumbs to put together his villainous deeds. "Doesn't surprise me since they're eating out of your pockets," he accuses.

"Oh, not _my_ pockets," Lashmar, or Marshall, explains. "Someone with much deeper, much more full pockets."

"So you're mercenaries hired to wreck havoc throughout the city, is that it?"

"We're a bunch of guys trying to make the world a better place."

"You got a funny way of showing it," Peter says, anger heating his insides. "Destroying that apartment building, attacking the water supply, bombing a hospital full of innocent people?"

"All for a reason," Marshall calmly says.

"And why is that, huh?" Peter asks, unable to let up. "Why infect people just to cure them?"

"You ask a lot of questions, kid."

"Well, I like to know a lot of things."

Marshall throws his arms wide, at a loss. "Sorry, but I got a boss just like everyone else."

"Yeah, and who is that again?" Peter asks.

The man lets out a laugh. "You really think this is the part where I tell you our evil plan?" He flicks his eyebrows up at Peter, saying, "Fat chance."

And the hairs on the back of Peter's neck stand up —

And he sees one of the thugs raise their guns —

And he flips out of the way right as it fires, the sound amplified and ringing through the metal structure, and Peter feels the air move as the bullet passes him, just barely clearing his shoulder —

And he's clinging to the wall, looking down on the five goons and shouting, "Hah! So you admit it's evil!"

"This has got nothing to do with you, kid!" Marshall yells up at him.

"You're messing with Queens! It's got everything to do with me!"

Marshall takes a deep breath, calming himself. "Boys," he says to the men awaiting orders behind him, "bring me his mask."

Peter's stomach drops as three advance on him, and it sinks even further when Pocket Knife moves to the stairs and cuts through his webbing.

"Hey, buddy?! Where you going?!" Peter shouts, jumping down from his perch and shooting a web at his feet to stop him from slipping past the barrier but pain bursts through Peter's jaw and he's flung back, rolling across the platform until he slides onto his feet just in time to see Pocket Knife cut through the webbing on his feet and walks downstairs.

(please no — )

(not Julia — )

Peter looks to the man that punched him. "You hit me," he says, feigning offense.

"That's for missing my shot," he sneers. "Again."

Peter looks at Marshall and his men, all looking to tear him apart, but he's fought his way through worse. "I told you," he says, "you shouldn't use guns." And Peter fires a web at his face.

* * *

 _{ Julia }_

Julia hates watching Peter from afar. And she really doesn't like the sound of gunshots ringing out across the facility but when she sees a blur of red and blue flipping around on the platform, she figures Peter must be doing something right. She catches a glimpse of the men he fights, counting five in total but —

Now there are four.

Julia swallows thickly as nerves flutter around in her stomach.

But maybe she just miscounted. There _is_ a lot going on up there and —

Oh, what is she saying? She knows how to count, she knows one of them is gone —

A figure jumps out from behind the structure and Julia inhales sharply as she faces her attacker.

"Well, well, well," the man says, leaning against the tank. "Spider caught a fly," he purrs, his eyes wandering over her figure, "'cause you be fly, baby doll."

Julia's fist clenches in anger, his words reminding her so much of an arrogant comment Flash would make, and she takes a step back and the man steps forward just as she'd hoped and walks right into her fist.

"And way too young for you, creep," she mutters.

The man stumbles back but isn't completely taken down, and Julia knees him right where it counts. She fires several webs at him while he's doubled over in pain and contains him to the side of the water tank before heading for the fight on the upper platform.

"Wait for my signal, my ass," she mutters, and fires a web from each hand, and swings into the middle of the fight.

* * *

 _{ Peter }_

"If I were you, I'd give up!" Marshall shouts, but Peter gains the upperhand and is nowhere near ready to back down.

"If you were me," he says, stopping the impact of his fist, "I'd be ugly."

Marshall's face twitches with rage, and Peter regrets awakening a beast. "Oh, God," he says, and jumps up into the corner. He shoots a web and tries to swing away but Marshall grabs him by his ankle and pulls him down to his level, holding Peter out toward the three others like a target.

"Ready?" Marshall asks his men.

Peter shakes his head anyway.

" _Fire!_ "

Marshall flings Peter across the length of the platform and all he can see is the firing squad hurtling closer —

And there's a chaos of guns firing and Peter firing webs in return —

And he's able to jam their weapons and send them flying over the railing, all the while he's falling and staring down a tank of water and there's nothing to stop him —

He plummets into the freezing darkness, his lungs constricting at the cold, and it takes him a second to swim to the surface but he does and he can't breathe, he can't breathe, his mask is suffocating him but he can't take it off and Karen (sweet Karen), reading his vitals, automatically turns on the heater and Peter is able to draw a deep breath of sweet air. He heaves himself onto the platform, grabbing a post to pull him up the rest of the way, but it's not a post.

It's a leg.

"Please be Mr. Stark," Peter whispers, and he looks up to see he's grabbed hold of Marshall's ankle. "Damn." Peter scrambles to his feet and lifts his hand to fire a web but Marshall grabs both his wrists, preventing him from firing, from doing anything and Peter tries to move, to punch, to kick his way out of his grasp but he's holding too tightly, this is why he never gets close —

Marshall punches him one, two, three times before slamming his head into Peter's, and he collapses to the ground, unable to see or do anything. Peter rolls onto his side, the breath knocked from his lungs, and coughs up the blood he can taste in his mouth.

"And now," Marshall says, kneeling over him, "let's see who's behind that mask."

Peter looks up at him, reaching for his head, and Peter fights back with everything he has left to keep him away but it's not much and he's so tired and —

Marshall is knocked backwards by a web, and Peter jolts up to see Julia standing on the edge of the platform, lowering her wrist. She rushes to his side, asking, "Are you okay?" And Peter is so happy to see her, he could cry, he could take her face in his hands and he could —

"You asked if I'm impressed with your aim?" He says. "I'm impressed. C'mon." He takes her hand and they run to the edge of the platform when a burst of purple light explodes in front of their path. Peter and Julia look to Marshall, free of the webbing and holding a massive gun-type machine in his hands and even from across the platform Peter hears electricity crackling and the power packs charging up and —

Peter knows that sound.

It's the same sound Mr. Stark's suit makes.

"Oh, my God," Julia whispers, squeezing his hand.

"God?" Marshall repeats, blood running from his hairline and seeping into his twisted scars. "No," he laughs. "God had nothing to do with this. I _am_ God. I get to choose who lives and who dies… Starting with you." Marshall raises the weapon at them and Julia starts sprinting off the platform.

"Good idea," Peter says, and runs after her. He shoots a web onto the roof overhang and holds out an arm for her as he pulls himself up, right as he hears Marshall fire the weapon —

And Julia steps up off the railing and into his arms —

And Peter pulls them out of the line of fire as concrete cascades down in chunks behind them, a cloud of dust and debris threatening to engulf them, and Peter swings them out of harm's way and into the night.

Julia presses herself into his neck, and he leans his head on hers, amazing even himself that they're both still alive. "It's okay," he tells her. "You're okay. I got you, I've got you."

And he does. And he always will.

Peter swings them all the way back to the apartment rooftop and Julia immediately walks away from him, her fists clenching and unclenching. And she's shaking. But it's a different kind of shaking, not like before they left when she was fearful, when he was clasping the web-shooters onto her wrists and he held her hands for just a moment to let her know he was scared, too. This is… This is anger.

"You okay?" He asks her.

"No," she spits out. "No, I'm pretty damn far from okay, Lashmar just tried to kill us! Again!"

"His name isn't Lashmar," Peter says.

Julia looks at him. "What?"

"He was using an alias," he explains, "which is just — "

"Marshall backwards," she finishes in a quiet voice, and shakes her head. "God, how could I be so stupid?!"

"You're not stupid," Peter says.

"Yes, I am!"

"No, you're not. You couldn't have known he would use a fake name— "

"What if I did?" She says, and Peter comes to a halt.

He tilts his head, staring at her, and senses there's something he's not telling her. "What do you mean?" He asks.

Julia sighs, dropping her head in her hands. "I was going to tell you — "

"Tell me what?" He asks, and Julia looks out at the horizon, lost and afraid. "Julia, what aren't you telling me?" He asks, softer this time. She looks up at him and even in the faint light, he sees tears glistening in her eyes.

"I helped build that weapon," she whispers.

Peter pulls off his mask so he can better look at her. "What?" He softly asks.

"I was going to tell you this morning," she says, "but this guy approached me before school, asking all kinds of medical questions. I thought he was just some bioeng fanatic but he was there. Tonight. And I thought his questions were random at first but now I understand what they were for: he was gathering information to finish building that weapon, a weapon designed to transfer life energy from one source to another."

Peter suddenly wishes he was wearing his mask so she couldn't see the dread on his face.

"I should have told you sooner, I'm sorry," she says, "I'm so sorry, I could have stopped this but instead I built a weapon that takes life — I — I might as well have tried to kill us, to kill you — "

"You didn't do this," Peter says, grabbing her by the shoulders. "They did. Simon and his gang manipulated you." Julia looks down at her shoes, disappointed in herself and no doubt regretting everything she's ever done but all Peter sees is a girl willing to help, willing to risk her life to save others. "This is not your fault," he tells her, lifting her chin to look at him. "Julia, you saved me. I thought I needed to protect you but you don't need my protection. You're strong all on your own, stronger than I ever was when I started out."

Julia snivels back her tears. "Started out?" She asks.

"Well, yeah," Peter says, letting his hands fall to his sides as he shrugs. "How do you… feel about… becoming… Spider-woman?"

Julia stares at him.

"You said yourself this is bigger than me now," he continues. "I could use the backup."

Julia shakes her head, pulling away from him. "You would have figured something out," she says.

"And if I didn't?" He asks. Peter watches her, sees her quickly glance at him out of the corner of her eye, and he smiles a little. "I need you, Julia."

"Peter, I'm not a superhero," she says, turning to face him. "I don't have powers."

"You don't need powers to be a hero," he says, and she frowns at him before he adds, "But they do come in handy."

Julia rolls her eyes.

"At least consider it?" He asks her. "Please?"

Julia looks up at him, her mouth set in a thin line, and sighs when he gives her his best puppy eyes. "I'll consider," she says, "changing the name."

Peter freezes. "Is that a yes?" He asks.

"It's only temporary."

"You're saying yes."

Julia looks up at him and the tiniest of smiles tugs at her lips. "I'm saying yes," she says.

"Yes!" Peter shouts, picking her off the ground and twirling her around. Julia laughs, wrapping her arms around his neck as she holds on for dear life but now they're just close, sharing a breath, and Peter thinks about closing the gap between them, it wouldn't even be hard, all he'd have to do is lean in and —

The whirring of helicopter blades cuts through the air and Peter looks to the sky to see it soaring overhead, bearing down on the city with its spotlight, almost shining down on them. The speaker orders people to stay indoors as shots fired have been reported from the edge of the city.

"I should go," Julia says, stepping away from him. "My dad's gonna be home any second."

"Yeah, yeah," Peter says, shaking his head a little to clear his thoughts, "go. I'll — I'll see you tomorrow."

"Okay," she breathes, smiling at him, and runs to the edge of the rooftop, diving off the edge without thinking, without hesitating, probably without even deciding to do it.

He watches her rise and fall in amazement. It's amazing to see her swing through the streets, doing what he does, seeing what he sees, even fighting like he fights —

And hurting like he hurts…

And all of it; Julia taking a punch from Simon, Julia stopping him from revealing Peter's identity, Julia fighting through her illness to escape the hospital and save countless others, Julia disappointed in herself that she let Simon use her —

All of it, has been to save him.

And if anything were to happen to her —

If she chooses this path, the path that chose Peter, who knows what will become of her?


	8. Chapter 8

_{ Julia }_

Julia adjusts the grip on her backpack strap as she maneuvers her way through the library, heading to the back where the computers are, as is Peter. She spots him sitting alone and ignores the way her heart skips a beat when he sees her and smiles.

"Hey!" He excitedly says, pulling out the seat next to him. "How was art club?"

"Uh, it was okay," she whispers, slipping off her backpack. "Not the same without Liz, you know?"

"Yeah," he softly replies, tapping away on the computer keyboard.

Julia looks around the empty library, a little confused, and sits beside him. "Why aren't we doing this with Ned?" She asks. "He's best with computers."

Peter looks up from the keypad to the monitor. "He's, uh, he's busy right now."

Julia stares at him. "He's not coming, is he?" Peter doesn't look up from the screen, and that's all Julia needs to know something went down between them. "What happened?" She asks, and Peter finally looks over at her.

"We — It's — It's not important. Look." He turns the monitor towards her, and Julia rolls her eyes to the screen. "This is one of the articles Karen showed me when we were at Tallman Island," he explains. "Simon was a chemical engineer when his wife was diagnosed with cancer. He tried everything he could to save her, but she died anyway. Now he's got a weapon that takes and gives life and he can cure any illness even death."

It takes Julia a moment but she says, "Simon wants to bring his wife back."

Peter drums his fingers on the desk and snaps finger guns at her like she's right on the money and says, "And I'm willing to bet he puts the cure into the weapon to do it."

Julia bobs her head back and forth in contemplation. "He may use the cure to enact the exchange process but the cure isn't what powers it."

"What do you mean?" He asks.

Julia sighs, dreading this next part. "I… told Marshall's informant that he needed a power cell large enough to make the device work and, well, I may or may not have suggested an Arc Reactor."

Peter gapes at her. "I _knew_ I heard Mr. Stark's suit on that platform! I knew it!"

Julia grins a little at him. He's pretty cute when he's excited.

But then he worriedly brings his hands to his head, whispering, "Oh, Mr. Stark's gonna kill me. Yup. This is — This is it. This is how I die. I stopped Mr. Toomes but I couldn't stop Mr. Marshall and now Mr. Stark's gonna bury me alive and dance on my grave."

Julia frowns. "Not necessarily."

Peter glares at her. "A guy with a biological weapon stole a multimillion dollar piece of tech from the most powerful man in the world and you don't think Mr. Stark would personally hand me my own ass?"

Julia shrugs. "I know someone that can help us get it back. Or at least give us some answers."

"Who?" Peter asks, and Julia just smiles.

* * *

 _{ Peter }_

"177A Bleecker Street."

"Thanks again," Julia says to the cab driver, and Peter follows her out of the car. He looks up at the brick and stone building, which is kind of weird in the middle of Greenwich Village. Not that the building is weird but the circle near the top with lines curving through it is.

Julia walks up the few steps and pushes open the massive doors to a room larger than possible for the size of the building. "What the…" Peter exhales, and closes the door behind them, peeking his out to make sure what he's seeing is real. He turns back around and with the door shut, it's pretty cozy inside with the dim lights overhead and the dark wood floor and long brown staircase straight ahead.

"C'mon," Julia says, ascending the stairs. "They're this way."

Peter stops short. He is _not_ walking up all those stairs. He rolls up his sleeves, shoots a web from either hands, and pulls himself up to the second level. Julia makes it to the landing and moves past him, muttering, "Show off."

He smiles, and follows her down the hall to a study. A woman stands with her arms folded, quietly talking to someone in an armchair facing away from them. The woman's face lights up when they step into the room and Peter knows it's for Julia because he has that same look whenever he sees her.

"Jules!" She sighs, approaching Julia and wrapping her in a hug. "You gotta stop growing, kid! You're taller than me."

"Everyone's taller than you, auntie Chris."

The woman pulls back, taking Julia by her shoulders. "What did I say about calling me Chris?"

"What did I say about calling me Jules?"

"Oh, whatever," she says, playfully scrunching her nose. "Your dad gets to call you that so I get to call you that. How is he?"

"Busy," Julia quietly says.

"He's not busy, he's working hard. And looking after your mom."

Peter's chest gets all tight and he looks at Julia, knowing how sensitive the subject of her mom is, but Julia just looks at the floor and the woman lightly squeezes her shoulder and walks over to Peter.

"You must be Peter," she says, extending him her hand. "Hi, Christine Palmer, nice to meet you."

"Nice to meet you too," he replies, shaking her hand. "Um, so, listen, what am I doing here exactly?"

"Peter," she says, taking his arm and leading him further into the room, "I'd like to introduce you to Doctor Stephen Strange. Stephen, this is — "

"Peter Parker, the Spider-man." The man rises from his chair, literally _rises,_ his red cloak billowing behind him, and softly lands in front of Peter who glances at Julia looking pretty at ease with this whole thing.

"You — You know who I am?" Peter asks him.

"I've had the unfortunate pleasure of looking into my future and saw that our paths were destined to cross." Peter raises a confused brow and Stephen adds, "Julia called."

Peter looks over at her asking, "And h-how do you two know each other?"

Stephen rolls his eyes as if the answer wasn't obvious. "She's fifteen with the mind of a seasoned epidemiologist, living with a trained intensivist; I keep close tabs on those entering my previous field."

"Ignoring the fact I don't know what half those words mean, what's your current field?"

Stephen breathes in deeply and raises his left hand while making circular motions with his right. An orange circle appears and within it, lies the view of another room in the townhouse.

"Woah," Peter draws out, leaning forward and inspecting the flat doorway. "You can open portals to other rooms?"

"Worlds, too."

"Cool," he breathes, but then his curiosity gets the better of him and he asks, "How does that work? Do you, like, vibrate the particles in the air at a certain frequency that allows you to see through the human spectrum?"

"Magic," Stephen says, raising his eyebrows.

Peter smiles. "That's a way better answer."

"Stephen, what can you tell us about this?" Julia asks, producing the small vial of the cure from her pocket and handing it to him. Peter didn't realize she still had it.

"Ah, ISO-36," he says, looking it over. "A powerful narcotic. How did you come by this?" He asks, taking a seat in his chair again. He gestures for them to sit with him and Peter shares a look with Julia. She nods her head, letting him know that they can trust him, and they sit in the chairs across from him and Christine. They tell them of the explosion at the water treatment plant, how Simon Marshall poisoned the water supply because he wanted to test the cure, how he bombed the hospital after curing everyone in it, and even fighting off his deadly weapon just last night.

"He tried to _what_?!" Christine shouts.

"Please don't tell my dad," Julia begs. Christine runs her hands down her face and turns to Stephen, talking with him in a low voice.

"So he's done it," Stephen says in awe. "I didn't think he'd be able to pull it off," he adds, and Christine smacks him on the shoulder for it. Peter stifles a laugh.

"Pull what off?" Julia asks.

"The device you speak of," Stephen says. "It's called the Juvenator. It's designed to siphon one's life force and place it in another."

Julia's forehead creases with skepticism. "I didn't think people had a life force. I thought we all just ran on the blood flowing through our veins."

"I once thought the same," he replies, and there's a heaviness in his voice that Peter recognizes as humility. "Simon Marshall was a consultant for the hospital back in 98'," he continues, "and when his wife got sick, he started developing a serum that could cure any illness, ISO-36. It adapts to its host, changing its chemical makeup to bridge the gap of the illness between the body itself. However, without a vessel to contain it, taking and giving that life force was just a fantasy. He came up with prototypes for the machine, designs, schematics, but the technology just couldn't permit it."

"Until Stark Enterprises existed," Peter says. Stephen cocks an eyebrow at them and Peter laughs nervously. "They, uh, they stole an Arc Reactor from Mr. Stark and we, uh, we kind of — Well, not kind of — We need your help to get it back."

Stephen gives a dry laugh. "It's already in the Juvenator, he's already used it. I'm afraid there's no way to get it back that doesn't involve taking down Marshall's entire operation. You stop Marshall, you get the Reactor back."

"How do we do that?"

"How did you take down Adrian Toomes?"

Peter is taken back a little. "You know about that?" He asks.

"I know everything."

"Well, at least you're humble about it," Christine mutters. Stephen smiles at her teasing and Peter does too, their relationship reminding him of his and Julia's except, they don't have a relationship. They have a friendship. And that's starting to feel like a real kick to the shins.

"I just have one question," Peter says, drawing the others from their conversation. "When Simon poisoned the water supply, it spread like a virus. And I was there the night the it exploded, I was already exposed, so why didn't I get sick?"

Stephen hums in thought and leans forward in his chair. "I'm going out on a limb here," he says, "but I'm assuming the radioactive nuclear instability found on the protein coating of your cells transformed your lymphatic system and renders the infection metabolically inert."

Peter blinks a few times. He looks at Julia for a translation and she leans over whispering, "Because you were bit by that spider, you're immune."

"Oh," he breathes, nodding in understanding.

"Now," Stephen says, standing from the plush armchair. "Let's get you home." Stephen creates another portal, crackling with magical energy, while Julia hugs her aunt goodbye. Peter peers through the orange circle to see his apartment waiting for him on the other side. "They're waiting for you," Stephen says, gesturing for them to step inside.

"Wait," Peter says, " _they_?"

"Bye-bye."

"Hey, wait!" Julia shouts, but Stephen waves his hand and the glowing portal swings toward them, sweeping them up and fizzling out once they land safely back in Queens.

Julia frustratedly groans at where the portal stood. "Stephen, you son of a bitch!"

"Uh, oh," a male voice says. "Steve, she said a bad word."

"You're still making that joke?"

Peter turns to see Mr. Stark chewing something in the kitchen and Captain Rogers leaning against the living room wall with his arms folded over his broad chest. "Again?" Peter flatly says. "Really?"

"Again?" Julia asks, looking between Peter and one third of the Avengers. "Freaking _again_?!" She shouts, bewildered, but Peter's too annoyed with their sudden breaking and entering to answer her.

"Where's May?" He asks, peaking into her room which, thankfully, is empty.

"Don't worry," Mr. Stark says. "She's out shopping with Pepper and Happy, hopefully buying that skimpy outfit."

"You've seriously got to stop with that."

"I have to stop?" He asks, except he's not really asking. "I was the one who just robbed of a multi-million dollar piece of tech and _I_ have to stop? Want to tell me what the hell that's all about?"

Peter and Julia share a look before turning to the adults, and a slew of words come spilling out of their mouths, explaining the events over the past two weeks.

" — We had everything under control until I got sick — "

" — I couldn't just leave her there but then the hospital was collapsing — "

" — and then he had this _death_ ray — "

"Okay," Captain Rogers interrupts, and Peter and Julia fall silent. "Give us a minute." He steps into the hallway with Mr. Stark and Peter's heart races in his chest as Tony looks at him with what Peter knows is disappointment. He knows that look better than anyone…

"Hey," Julia softly says. He looks up at her and tries to ignore the lightning in his veins from where she's gently touching his arm. "You okay?" She asks.

"Y-yeah," he replies. "Just, you know, wasn't expecting them to show up."

"And you think I was?" Julia says making Peter chuckle. "Sorry about that, by the way."

"Don't," he says, cutting her off as politely as possible. "You don't have to apologize. Especially after everything I've kept from you." She smiles. "So," he continues, "you've met four Avengers."

"Who's the fourth?" She asks, furrowing her brow.

Peter props his head in his hands, bats his eyelashes, and gives her the cheesiest smile.

"No," she says. "No, I — I don't get it."

"Oh, come on," he says, defeatedly lowering his hands. She laughs.

"Hey, feisty pants," Mr. Stark says, emerging from the hallway. "Get over here." He nods his head for Julia to join him and she looks to Peter.

"Maybe I'm being recruited," she says with an upbeat frown and Peter chuckles as she walks over to him. And while she's over there talking with Mr. Stark in the hallway, Captain Rogers makes his way over to Peter in the living room.

"Hey, Peter," he says, shaking his hand.

"H-hi — Hello, sir. Cap."

"Steve," he insists. "Last time we met, you stole my shield. I'm glad to see we're meeting under better circumstances."

"A guy is planning on using a death ray on half of Queens until he gets what he wants, I don't see how that's much better."

Steve sighs. "Peter, you know I'd never put you in danger, right? Your safety is my number one priority."

"You do realize you dropped a metal platform on me like two months ago, right?"

"' _First priority' my ass!_ " Mr. Stark calls out.

Steve hangs his head almost in embarrassment and ushers Peter into his bedroom where it's more private. "I did that because I knew you could handle it," he says. "Now, you tell me everything you know and I'll stop this guy."

Peter's heart falters.

Steve doesn't think he can handle this.

Maybe Mr. Stark doesn't think so either.

And that —

That alone is enough to want to prove them wrong.

"Sir, I can't let you clean up my mess," Peter says.

And Steve gives him one of those half smiles. "You're a brave kid, Peter. But you don't have to do this alone."

"I'm not alone," he shoots back, his immediate thought of Julia. "Look, these guys, they've come after people I care about. I can't let anything else happen to them. And I will stop this. I've done it before and I can do it again."

Steve reaches out and grips Peter's shoulder, not in an painful way. More of like a brotherly sort of way. Like, maybe… Maybe he and Mr. Stark know he can do this after all.

* * *

 _{ Julia }_

"Mr. Stark," Julia says, trying to keep the annoyance out of her voice as she approaches him.

"Have we met before?" He asks, shaking her hand. "I feel like we've met before."

"You've probably read about me in the New York Times." Tony's eyes narrow behind his colored glasses and Julia sighs. "Does Julia Carpenter, 15, full ride to NYU in bioengineering ring any bells?"

"Oooh," he sings. "Kid genius. That's why you like Peter."

"What?" Julia laughs. "No," she says, folding her arms over her chest. "No, we're friends."

Tony hums. "I told myself that for 8 years and now I'm engaged. So you just keep telling yourself that. Denial is the first stage of grief."

"What?"

"What?" He repeats. Julia shakes her head a little. She feels like she's gonna get whiplash from talking with him.

"'First priority' my ass!" He shouts toward the living room, and Julia looks over to see Steve shaking his head and Peter standing there, looking over at her.

"Seriously, though. You know?" Tony asks, and Julia instantly understands what he's referring to.

"He told me a while ago," she quietly says.

"And you'll keep an eye on him?"

"I keep a real close eye on him," she says, extending her wrist and pulling back her jacket sleeve to show Peter's old web-shooter. Tony opens his mouth, already fuming, but Julia is quick to stop him. "And before you go popping that vein in your forehead, it was my decision. So don't blame him."

"You are _fifteen_ years old," he seethes. "What are you thinking?"

"I'm thinking this city needs protection from someone who understands it. Someone who's not too busy or self-important to even notice us." The words come flying out of Julia's mouth before she realizes she's even saying them and with the look on Tony's face, she wishes she could take them back. "Mr. Stark, I apologize, I didn't mean — "

"Yes, you did," he spits. "If you're gonna make accusations like that, at least don't apologize for them. Say what you mean, and mean what you say." Julia nods and keeps her mouth shut in an attempt to salvage whatever bond was or could have formed between them. "Keep an eye out on your boyfriend, will you?"

"He's not my — Okay," she huffs, just accepting whatever he says at this point.

"And get my tech back," he shouts over his shoulder on his way out of the apartment. A moment later, Peter walks out of his room with Steve who smiles a goodbye at Julia. She salutes him as he leaves and Peter closes the door behind them.

He walks over to her at the couch and they look at each other, turn, and collapse onto the soft cushions after their whirlwind of an afternoon.

"We gotta get that Reactor back," Peter says.

Julia glares at him. "Ya think?"


	9. Chapter 9

_{ Peter }_

Peter tugs off his coat and shoves it into his locker. It started to snow last night, the first of the season. Usually when that happens, Peter, Ned, Julia, and a couple other friends visit the nearby park and gallivant through the white fields, building snowmen and throwing snowballs and sledding down hills. But Peter doesn't know if that'll happen this year. Mostly because his best friend hates him.

Or so he thought.

"Hey, man!" Ned calls out.

Peter looks over his shoulder to see his best friend walking towards him, grinning from ear to ear, and Peter waves to say hello but Ned walks right past him and steps in stride with Abraham, the pair walking off to class together.

Peter's insides heat with embarrassment and he burrows his head in his locker, digging around for his chemistry book as if to hide from what he's feeling. And he especially wants to hide forever when he hears Flash coming up the main stairs, rowdy as always despite the early morning hour, and Julia's with him, his arm draped around her shoulders, and she's —

She's laughing. She's laughing and talking her way through their classmates like she's actually having a good time with Flash and his friends and it's more than Peter can stand so he grabs his backpack, slams his locker shut, and storms away before she can come over and have her boyfriend humiliate him. Peter doesn't need that right now. He doesn't need to feel any worse than he already does, what he needs is —

Peter storms through the hall, pushing his way past students to the music room, pushing down the heat that rises within him. It's a different kind of heat, more red than before, angier than before, and somehow it grows when he sees her cool, blue hair sitting in the back of the room.

Peter marches up to Grace. "You asked if I wanted to make her jealous?" He says. "I want to make her jealous."

Grace smiles at him. "My time has come."

* * *

 _{ Julia }_

Julia dabs her paintbrush onto the pallet in her hand and carefully touches the canvas in front of her. She moves the brush across the page with even, controlled strokes and relishes in the escape art provides. Mrs. Butler was kind enough to let her steal an easel and take up some of her classroom space during free period since she knows how busy Julia is and how much she needs this. And she knows she should be working on her research paper since she's planned to work on Peter's homework after school but right now, she needs to escape.

She and Peter finally gave their history presentation this morning in Mr. Kendler's class and it was awful. Peter was so distracted, he barely even reviewed the notes Julia gave him. He just disregarded them shoved them in his pocket like he's the one who knew all the information and she did none of the work. And he was so angry like she couldn't do anything right. The whole time it was like they were battling it out, trying to upstage one another —

A tap on Julia's shoulder nearly makes her brush move across the landscape and turn the blue pond into a fiery orange sunset. She tugs her earphones out and looks up to see Ned standing beside her.

"Sorry, didn't mean to startle you," he says.

Julia lets out a breath of relief. "You're fine, I was just really in the zone," she chuckles, rinsing out her brush. "What's up?"

He offers her a piece of paper. "I got a hit on the Arc Reactor."

"You found it?!" She exclaims, snatching the paper from his hands and reading over the contents.

"Not exactly," he says. "It's kind of hard to track without the right equipment, but I was able to find that guy you told me about, Simon Marshall. A series of warehouses have been rented out all across Queens under different names, uh, Minos Lashmar, Sonim Hall, Sal Mars. So, I ran it through a decoder, traced it back, and voila."

Julia feels a smile working its way across her lips as she looks over the information. They can finally put a stop to this before anyone else gets hurt. "This is perfect," she tells Ned. "Thank you. We can show this to Peter at lunch." She hands the paper back to him and picks up her headphones.

"Uh, actually," Ned says, fiddling the paper in his hands before setting it down next to her pallet, "maybe you can give it to him. I got some stuff to do."

Julia looks at the paper then up at him. "What kind of stuff?" She asks.

"Uh, nerd… stuff?" Ned tries, pulling off his hat and fixing his hair before putting it back on.

Julia groans and turns in her stool to better face him. "Why won't either of you tell me what happened?" She says, thinking back on when Peter avoided her question about them yesterday. "Oh, my God, it's because it's about a girl, isn't it?" She says with a laugh, and Ned looks more uncomfortable than ever. "Oh, my God, it so is! Who is it? Wait, don't tell me. It's…" Julia's voice trails off as she thinks of potential girls Ned and Peter would quarrel over when a formal blonde walks into the room. "Betty!"

Ned whirls around to see her and visibly pales.

"Hey, Julia," Betty says slowly, a little uncomfortable by her sudden outburst but it's only because, of course, Betty is the one to come between Ned and Peter. Everyone knows Ned likes her, except for her.

"Hi, Betty," Ned says, adjusting his hat.

She smiles at him. "Hey, Ned. Nice hat."

"Th-thank — Thank you. I like your headband."

Betty's hand flies to her hair. "Oh, thanks! It's new," she beams. "I didn't think anyone would notice. Anyways, you wanted to see me, Julia?"

"Yes, I have a proposition for you. I've been talking with Michelle and she says she's willing to submit some of her drawings as political cartoons and turn them over to the AV club for the daily announcements. Is that something you'd be interested in?"

Betty shrugs. "Yeah, that'd be great. We've been looking for a new segment. I just have to see some of her work and get it approved by Mr. Harrington."

Julia smiles, an idea popping into her head. "You know, I think she's upstairs in chemistry right now with Peter."

Betty's calm exterior folds at the mention of her ex-boyfriend. "Oh, I don't know — "

"Don't be silly," Julia says, waving her protests away. "Ned can go with you. Right, Ned?"

He looks at Julia with wide eyes. "Yeah," he says, his reluctance evident in his tone. "Yeah, let's go see Michelle. And Peter. And Flash. Greaaat."

Julia smiles at them as they turn and head out of the classroom. "Have fun!" She calls out, giving Ned two thumbs up while he motions that he's going to kill her. She laughs and plugs her headphones back in, picking up her brush next to Simon's address and suddenly wishing she hadn't laughed because it's very possible she could be killed. Especially if she and Peter go out and put an end to this tonight.

* * *

 _{ Peter }_

Peter doesn't bother grabbing lunch today. He's not hungry. Well, that's a lie. He's always hungry, but he doesn't see the point in eating when he's just gonna throw it all up from watching Flash and Julia on the other side of the cafeteria. He's standing behind her with his hands on her hips, laughing at some comment Jason made. Although from the look on Julia's face, it was a very inappropriate one. But she smiles anyway and Flash kisses her cheek to which she shys away from and Peter focuses his spidey senses to listen in on what she says.

"Flash," she giggles. "Not here."

"Fine," he says, moving closer. "What about here?" He leans in and kisses her neck, just under her jaw, and Peter can hear Julia's heart racing as she instantly steps away from him.

"Flash, stop! I was serious."

"C'mon, what's the big deal? It's just a kiss!"

"Maybe to you," she snips, grabbing her bag from the floor and walking away from him.

"Yeah, that's right!" He shouts. "Go run to Penis Parker! Like you always do!"

Julia turns around mid-stride, flips him off, and continues walking in Peter's direction. Peter looks down at the table, fighting the smile that threatens to consume his lips, and it's not until Grace says something he even remembers she's sitting right next to him.

"Here she comes. Quick, hold my hand." Grace laces her fingers through Peter's and brings their hands to the table in clear view for anyone and everyone to see and suddenly, after seeing how distraught Julia is, seeing how she's leaving Flash and coming over to him, Peter doesn't want to do this anymore. "But don't crush it!" Grace whispers, and Peter looks down at their entwined hands to see he's turning her skin white from gripping so hard.

"Sorry," he mutters, loosening his grip.

Julia approaches them, distractedly digging through her bag. "Hey, Peter, Ned got us a lead on where Simon — " She looks up from her things, ready to offer Peter a piece of paper, when she sees her. "Grace," she says with a smile, but Peter knows it's pained. "What are you — Uh, I — I didn't expect to see you here."

"Sorry to take your spot," she tells Julia, "but Peter invited me."

She doesn't say anything except, "Oh."

"Yeah, I had really rough morning," Grace continues. "Mrs. Palms reamed me for playing 'the devil's music' before class and sent me to Principal Morita and that's when Peter saw me and wanted to cheer me up. He's so thoughtful," she coos, running her black nails through Peter's hair and ruffling his curls a bit.

"Yeah, I — I know he is," Julia stammers. Peter looks up at her and she quickly looks at the paper in her hand like looking at either of them is too much for her. "I guess I didn't realize you guys were so close…"

"Well, you're so busy swapping spit with Flash, I'm surprised you notice anything."

Peter shoots Grace a look, warning her to stop talking, and looks back at Julia who's staring at Grace, hurt written all over her features. It's only there for a split second before she covers it up with a fake smile and looks at Peter.

"Peter, can I talk to you for a second?" She asks, unable to hide the disdain in her voice.

"Whatever you have to say, you can say in front of both of us," Grace speaks up, and Peter grips her hand tightly, harder than before, as if by force alone he can make her stop talking.

"Really," Julia says, folding her arms over her chest. "Okay. Well, then, _Peter,_ I guess you wouldn't mind me telling your new girlfriend that you're the friendly neighborho — "

Peter bolts from his seat, jumps across the table, and grabs Julia by her arm, leading her out of the cafeteria and into the empty hallway. " _What?_ " He seethes, turning her to face him.

"Nothing," she says, a prideful grin on her lips.

Peter rolls his eyes. "Obviously, it's something."

"Obviously," she scoffs, "I'm not important enough for you to tell me you started dating one of my friends."

"Obviously, I didn't realize I had to run every decision past you."

"Stop saying obviously!" Julia says, annoyed.

"Stop telling me what to do!" Peter fires back.

"I'm not!"

"You are! You're the one who forced me into letting you face Simon Marshall, you're the one who dragged me to meeting Doctor Strange, now you have some lead — Can I at least have some sort of control over my own life?!"

"What are you talking about?!" Julia says, dropping her smug facade. "Of course, you have control over your own life, it's _your_ life!"

"Well, it doesn't feel like it! Not when you're the one calling the shots, not when you think I'm second best, not when you think I can't do this alone because I can!"

Julia looks at Peter and takes a micro step back from him. "Do you really think my opinion of you is so little?" She asks, and her voice is so quiet, so soft, Peter wonders if she knows she said it outloud. "I know you can, Peter. But I thought we could do this together. I thought I could trust you. We used to tell each other everything, we were just starting to be that way again, I don't want to lose that." Julia takes a step toward him and had Peter not stepped back, she would have been able to reach his hand and lace her fingers with his.

"I don't either," Peter says to his shoes. "But I can't do this anymore, Julia. Not with you."

"Peter…" She whispers, her voice cracking.

Peter lifts his head and sees her eyes, wet and glossy, and he steps past her so she can't see the tears brimming in his own. "I'm sorry," he whispers, and leaves her standing alone in the empty hallway when he wants nothing more than to hold her in his arms.

But that can't happen.

That can never happen as long as Flash is in the picture and Simon Marshall is looming over the city. At least Peter can remove one threat from Julia.

He unfolds the paper he slipped from her hand as he walks away and there, right in front of him, is the location of Simon Marshall.

Peter can end this once and for all and save the ones he loves. And he doesn't need anyone else to do it.

* * *

 _{ Julia }_

Julia scribbles out the last of the equation, circles her answer, and throws her pencil down into the notebook. She brings her hands to her eyes and rubs the sleep threatening to overpower her. She still has two more of Peter's assignments to finish before she can even think about going to bed. It's only been nine days since she first started completing Peter's homework for him but it feels like forever. The extra practice is good, though, to keep her sharp on review material but it's starting to wear her down.

But she's doing it for Peter. She'd do anything for him, even though every part of her is screaming to let him fail, let him wallow in the shame of his incompetence, but she _just_ can't do that to him. She can't abandon him. And if he doesn't want her help tracking down Simon, she can at least help him with his homework —

A loud _thud_ clashes on the fire escape outside Julia's window and she nearly jumps out of her skin at the sound. She looks to the glass pane and sees Spider-Man clutching his side and staggering to his feet.

"Peter," Julia breathes, moving to the window and unlatching it. He leans against the frame, barely able to stand upright, and now that she's closer, she sees the cuts in his suit, the dark crimson seeping from his skin and staining the vibrant colors, she can even smell the blood —

"Help," he pants, his voice rough and laden with heavy breaths. "Please."

"Oh, my God," Julia breathes, looking over him in such a state of shock, it's a miracle she offers to let him inside. "Get in here." She takes his arm, haphazardly helping him through the window and he collapses onto the bench when she lets go of him to close the window behind him. Julia draws the the curtains shut and the moment she does, Peter pulls off his mask, dropping it on the floor, and —

And he's covered in more blood.

It pours from his nose, the bright red smearing his busted lip —

Not to mention the sickly purple and green bruise forming around his eye.

Julia props herself under his arm, leading him to the bed where she swipes her schoolwork to the floor and helps him lie down.

"Don't move, I'm gonna get the med kit," she says, and dashes into the hallway. She grabs her father's bag of supplies from the cupboard and returns to her bedroom where Peter is gasping for air. "No, no, no, no, no." Julia rushes to his side and tries to remove his suit but the edges are so tight against his skin, she can't grab hold of anything.

"I can't get it off, I'm gonna have to cut it," she says, reaches for the med kit when Peter grabs her wrist. She looks at him, startled, and he presses the spider symbol on his chest, and the suit detaches like a deflated balloon. She quickly peels the suit down to Peter's waist and —

And there's a massive bruise forming between his fifth and sixth ribs.

"You're lung's collapsing," Julia says, ripping open the med kit and rifling through the contents for Phenobarbital. "You must have broken a rib and it punctured the membrane, I have to remove the excess air between your lungs and chest wall."

Julia doesn't know why she's talking. Maybe it helps her process what's happening, maybe she feels like she's talking to Peter —

Peter.

She looks at him and —

And he's stopped breathing.

"Oh, shit," she whispers, immediately taking his face in her hands and checking for a pulse. It's there but it's weak, and she quickly grabs an empty syringe. "Stay with me, Peter. Stay with me." Julia injects the needle into his chest and begins to retract the syringe, drawing the air from the cavity. She watches Peter's motionless and bloody form, but there's no change. "C'mon, Peter, breathe," she whispers.

(stay with me—)

(please don't leave me—)

( _please—_ )

And like he heard her silent prayer, Peter inhales.

Julia closes her eyes and heaves a sigh of relief. His breaths are shallow at first but gradually, they level out and he's breathing normally. Julia doesn't leave his side until she knows he can breathe on his own, and she retracts the syringe, patching that wound before any more air can leak inside.

"Julia," Peter huffs, and she's so mad at him she can't even look at him. She stands, moving to her dresser where so back is to him but she can still see him in her vanity mirror. She busies herself by prepping to clean and suture the rest of his wounds —

"Julia," Peter says again. "I'm sorry — "

Julia slams her bloodied fist against the wood. She sees Peter's reflection jolt in the mirror. "What… happened?" She asks through gritted teeth.

"I went after Simon," he tiredly responds.

Julia glares at him through the glass. "On your own."

"Julia — "

"How did you even know where to find him?" She asks, and she's almost asking herself because it's not like she told him, and he definitely didn't make up with Ned.

"I took the paper from you when we were in the hallway."

Julia shakes her head. She didn't even notice it was gone. She was so distraught he abandoned her, she didn't think about him trying to protect her. "Idiot," she mutters under her breath, and she doesn't know if she's talking about him or herself.

Either way, she moves to Peter's side and stitches up his first wound, although it looks more like a stab. He's lucky it didn't reach any organs.

"Peter, you really should go to the hospital," she says, and he actually tries to sit up.

"No, I have to get back out there — "

"You're in no condition to be fighting," Julia says, taking his shoulders in her hands and ushering him to lie down. "You take another hit like this and you're dead." Peter seems to relax into the pillows a bit more. "If you won't go to the hospital, at least stay here where I know you'll be safe… You're lucky my dad's working tonight. I think he has some saline in the cupboard, I'm gonna get an IV going." Julia turns to walk out of the bedroom when she looks back at Peter. " _Don't_ move. I won't be nearly as nice if I have to patch you up a second time."

He gives her one of his dopey half-smiles and sinks back into the pillows. Julia grabs a bag of saline, thankful her father keeps supplies on hand, and rigs an intubation next to Peter's bedside. He doesn't say anything but Julia sees him swallow as she sticks the needle into his forearm. She leaves a reassuring hand on his skin for a moment longer, feeling the warmth of it, feeling him under her touch and letting him know that although she's angry and mad and frustrated, she'd do anything for him.

Julia grabs a washcloth from the bathroom, and a bowl from the kitchen and fills it with water. She sits on the edge of the bed, the mattress shifting under the weight of both of them, and Peter tries to scoot away in an attempt to make more room for her but he inhales sharply at the pain from moving and Julia places a hand on his arm to keep him fixed there. After a moment, he nods that he's okay and Julia leans in to inspect the scrapes on his face. One near his eye is deep and sickly. She gently dabs a wet cloth near the area to clean it.

"God, Peter, what were you thinking?" She mutters under her breath.

Peter is slow to respond. "I wanted to prove I could do this on my own," he says, and his voice is smaller than she remembers.

Julia cleans a scrape along his cheek, stealing a glance at his warm, brown eyes. She focuses herself on her work. "You don't have to prove anything," she tells him.

"Yes," he sighs, "I do."

Julia gives a quiet scoff. "Fine but not to me." She leans away from him and rings out the cloth, turning the clear water in the basin red.

"Do you think he's right?" Peter asks.

"Who?" Julia asks, her brow furrowing with confusion and maybe a little annoyance.

"Steve," Peter gruffly replies. "He says I'm not ready for this."

Julia looks over at him. His gaze is downcast to the bed and his eyes are clouded over like he's lost in a haze that are his thoughts. And she can see how heavy his eyes are, the burden that weighs on them. He didn't want to let Captain Rogers down, but he can't do this alone. Well, he can. But he doesn't want to. And he didn't want to show up here, on the verge of death, but he trusts her enough to know she would help him even when she was angry with him. And he risked his life by going after Simon on his own all because he wanted to keep her safe.

How can he not be ready for this?

"I think," Julia says, leaning forward and catching Peter's gaze so he looks at her, "having courage to do what's right, even when it's hard, is proof enough of how ready you are." She gives him a small smile and moves the wet cloth to his chest. Beads of water trickle onto his smooth skin which is sculpted by months of hard work, and to see his body so perfect yet so tainted with harm, she wants to take away as much pain as she can. She gently wipes the blood from his skin, careful not to disturb his already healing cuts.

"Why do you stay with him?" Peter asks, his voice low and rough. Julia looks up at him. He's breathing heavily, his injuries and the effort to speak wearing on him. "Flash," he continues. "He's horrible to you."

Julia shakes her head and places a hand on his shoulder to keep him still. "You wouldn't understand," she says, and moves to clean another scrape on his chest when Peter places his hand over hers, igniting sparks in her fingertips. He holds her firmly, rubbing her finger with his thumb, and they both look at their hands wrapped together.

"Make me," he says softly.

Julia's heart beats wildly in her chest. She doesn't dare look up and meet Peter's eyes. She's feeling too many things right now, there are too many feelings —

Even _those_ feelings, the ones that are there for a second before you get embarrassed, the physical feelings, the ones without words, the ones concentrated right on her skin of how he wants to touch it more, feel her more, those feelings that make her want to —

"Mr. Thompson is really," Julia says, " _hard_ on Flash. Police work is stressful and he puts a lot of pressure on Flash to be perfect who then transfers that pressure onto someone around him."

"And that someone is you?" Peter asks.

Julia sighs, lowering her hand from his. "I just want to bring him peace," she says. "Not pain. He's a good guy. He admires Spider-Man, even if he won't admit it. And he tries to live up to his dad's expectations but, it's hard. You're not the only one who wants to prove themselves."

Julia sets the cloth in the basin and faintly hears Peter say, "I'm sorry."

She closes her eyes. "Peter — "

"I am," he says, cutting her off as politely as possible. She looks over at him. "I'm sorry I yelled at you, I'm sorry for all the stupid ways I've tried to manage things: lying about dating Grace, going out on my own, showing up here, putting you in danger — "

"Putting me in danger? What are you talking about?"

Peter looks at her and his eyes are wide, not with fear, but with dread. "I'm the one who got you sick," he says. "I'm the one who put you in the hospital."

Julia chuckles softly. There's no way that was his fault. "What?" She asks.

"The night I came back from the water treatment facility, the night I brought you back here, I was already infected. I'm a carrier for the disease and I infected you without you having to even to touch the water." The look on his face is enough to tell Julia how guilty he feels but there's got to be another reason he's saying all of this now.

"Simon told you that, didn't he?" She says, and Peter's eyes wander up to the ceiling. "Peter, he's trying to get in your head," she tells him, and he still won't look at her so she brings her hand to his. "Hey," she says, and finally, _finally_ , he looks at her. "That is not your fault. What's in the past is in the past. I'm fine!" She smiles. "And you will be too… As long as you promise not to do anything stupid again."

A laugh bursts from Peter's lips that makes Julia's smile deepen. "I promise," he tells her.

Julia squeezes his hand. "Get some sleep."

"Okay," Peter whispers back, and Julia stands from the bed, gathering her supplies and clearing them from his bedside. She's halfway to the door when he calls out, "Julia?" She turns to face him. "Stay with me," he says, softly and simply.

Julia sets down her things on the vanity and pulls up a chair next to the bed. Peter reaches his hand out to her and she gladly takes it, entwining her fingers with his.

"I'll always stay with you."


	10. Chapter 10

_{ Peter }_

There's light against the darkness, sheets of it, white and yellow —

And warmth —

And something soft on his skin —

Peter opens his eyes.

It's sunny today, the light glowing through Julia's curtains. Peter looks over at her, and she's fallen asleep in her chair but still holds on to his hand. And he's still holding on to her.

He's too groggy to croak out her name, but it's best that he leaves before Mr. Carpenter returns and May awakes anyway. Peter slowly slips out of bed, his side and chest aching like a mother, but the rest of him seems to be okay. He pulls on the upper half of his suit, scoops Julia into his arms, and settles her onto the bed. He tucks her under the covers and smiles when she nestles herself further down and stays peacefully asleep.

Peter swings back to the apartment, careful not to do anything too elaborate since he's healing, and he makes it back before May even noticed he was gone. He takes a shower, although Julia got most of the blood off already, and gets ready for school. He's still got some time before he usually leaves and despite his insides wanting to be on his outsides, he feels good. Really good.

May deserves to feel the same way. He rifles through the kitchen and whips up breakfast for her. Twenty minutes later, she walks out of her room, ready for the day, looking real confused.

"Okay," she says slowly. "I know it's early but, what is going on? Why am I not dragging you out of bed? It's not my birthday, is it?"

"No," Peter laughs. "No, it's just — I just wanted to surprise you with a little breakfast in bed, but you're not in bed but this works too!" He grabs a plateful of eggs and toast (that's a little burnt but that's okay) and sets it in front of her along with a cup of coffee.

She eyes it warily. "What is it you need?"

Peter feigns offense. "Can a nephew not appreciate his aunt?"

"No," she says. "Now, what do you need?"

"A backpack, but that's besides the — "

"Get to school," she asserts, pointing to the door and Peter knows better than to refuse.

"Yes, ma'am," he says, grabbing his books and kissing her on the cheek before whirling out the door to catch the train. He arrives at Midtown Tech, bounds up the stairs, and places his things in his locker before heading to Julia's. She sees him coming toward her and turns to him, a smile gracing her features and oh, how Peter wishes it were him gracing her lips with his touch.

"Hey, how are you?" She sweetly asks.

Peter shrugs. "In pain. But I'm alive thanks to you."

"Oh, I did nothing. I merely _saved_ your _life_."

Peter rakes his lower lip between his teeth as she laughs. "I'm never gonna hear the end of that, am I?" He asks.

"Nope!" She proudly sings. "And, uh, what was that you mentioned last night? You're actually _not_ dating Grace?"

Peter throws his head back and groans at the ceiling. "Yes, okay?! I lied! It was a moment of weakness, I wanted to make you jealous; it'll never happen again."

"Is that so?" Julia says, laughter dancing in her eyes. She glances over her shoulder and does a double take. "Maybe you can make an exception," she says, all trace of teasing gone.

Peter looks past her to Flash walking down the hall with Nancy tucked nicely under his arm. Peter remembers Homecoming just a few weeks ago and how the two of them attended the dance together instead of Julia because she was attending a seminar at her future university. And now she suddenly wants to get back at him?

"What about you not wanting to hurt him?" Peter asks her.

Julia cocks an eyebrow at him. "And let him get away with how much he's hurt me?"

He frowns. "Fair enough." Peter grabs her by her waist, pulling her flush against him, and brings his lips to hers, moving in to do exactly what he wanted to last night —

"The hell are you doing, Parker?!" Flash shouts, pulling him away from Julia. "That's my girl!" Flash's nostrils flare with anger and Peter feels himself stand a little taller at the threat.

"Not anymore," Julia says from behind him.

And Peter's never felt so proud.

Flash slowly turns to her with narrowed eyes. "What did you just say?" He quietly asks.

"It's over, Flash. We're done."

He looks around the hallway where every student's eyes are glued to the scene unfolding before them and he scoffs at her, shaking his head. "No," he says. "No, _I_ say when we're done — "

"No, you respect my wishes as I respect yours," Julia says, standing her ground. "You made your choice the moment I landed in the hospital — Hi, Nancy — and that's fine. But you can't have feelings for me when it's convenient for you."

Flash purses his lips into a thin line and darts his eyes to Peter. "This is your fault, Parker!"

"Actually," he says with a smile, "for once I had nothing to do with this." He laughs a little as Julia grabs her bag, slams her locker shut, and steps past Flash to join Peter.

"Have a nice life, asshole," she spits.

And in one quick motion —

Flash grabs her wrist —

And before Peter can even react —

Julia turns and punches him in the nose.

 _Oohs_ break out amongst the students amid the cheers and hollers and a couple classmates even have their phones out but Peter's just watching Julia stare down Flash.

"Touch me like that again and I'll do a lot more than break your nose," she seethes. "Stay _the hell_ away from me."

Flash drags his hand across his face and looks at the blood smeared on his hand, and Peter is instantly at Julia's side. "Are you okay?" He asks her.

"I'm fine," she says, her eyes never leaving Flash.

"But you're not gonna be," Flash growls, his eyes trained on Peter with a look that could kill and Peter knows this isn't gonna end well before it even starts. Flash lunges a him and Peter instinctively pushes Julia out of the way.

"Eugene!" She yells. But the two boys go tumbling to the tiled floor, Flash's fists trying to make contact with anything and everything and Peter's just trying to put distance between them.

"When I'm through with you," Flash shouts, "the bride of Frankenstein won't give you a second look!"

Peter pushes him off, ignoring the pain in his side, and scrambles to his feet. "Well, don't worry about it!" He shouts back. "She's not my type anyway!"

Flash lets out a scream like a battlecry and before he gets a chance to pummel him to the floor again, Peter punches him, knocking him to the floor (and probably a tooth out), and Peter's swarmed by a couple different teachers who are tugging him down the hall to the Principal's office. Peter only struggles against them when he sees Julia worming her way through the crowd of students.

"Peter!" She shouts. "I'm sorry!"

"I'm not!" He yells with a smile on his face. Peter knows he's going to be suspended or be in detention until the day he graduates but seeing the look on Julia's face, having her freedom back, the relief —

It makes it all worth it.

* * *

 _{ Julia }_

Julia shakes her head as Peter is hauled off to the admin office and a half-laugh escapes her lips. She can't believe he just did that for her. He didn't have much of a choice since technically she started it and Flash lunged at him but still. It seems as though he'd do anything for her, too.

"Julia!"

Julia turns around to find Betty walking towards her and stepping out of the way when Flash's posse helps him to the nurses office.

"Whoa, what happened here?" She asks.

Julia brushes off her question with a wave of her hand. "I'm sure you can read all about it on Instagram."

Betty scoffs. "Yeah, because that's true journalism."

Julia smiles a little, then asks, "How'd it go with Michelle yesterday?"

"Great! Her drawings are quirky, her ideas are hard-hitting; I can't wait to get it on the announcements."

"That's awesome! I'm glad I was able to get the ball rolling."

"In more areas than one," Betty mumbles.

And Julia feels her brow furrow. "Meaning?"

Betty tucks a strand of golden hair behind her ear. "Uh, well," she nervously laughs, "Ned and I are… going on a date this weekend."

Julia gasps. "No way! Betty! That's so exciting!"

"Thanks," she beams. "I'm kind of freaking out."

"I would be, too. Ned's a great guy."

Betty smiles at her black flats, and the thought of Ned reminds Julia that she forgot to grab her history book in the flurry that was her breaking Flash's nose. She opens her locker and a piece of paper slips out, fluttering to the floor.

"What's that?" Betty asks.

Julia picks up the paper and looks it over. "I don't know."

"Ooh, a secret admirer," the blonde coos, nudging her arm.

Julia rolls her eyes. "Yeah, right." She opens the note, reads it over, and her heart nearly leaps from her chest.

 _Tonight. Rooftop. 8pm. -_ _SM_

"Yeah," Betty says, "I am right. Looks like I'm not the only one going on a date this weekend. Who's it from?"

Julia fights the smile forming on her lips but since Spider-man's not around, she gives in to the feeling, and clutches the note to her chest. "My own Ned Leeds."

* * *

 _{ Peter }_

Peter steps out from Principal Morita's office for what seems like the millionth time this school year and is greeted by —

"Ned?"

Ned bolts upright from his seat so quickly that his hat nearly flies from his head. "Are you okay?" He asks. "Betty told me about the fight this morning, what happened?"

Peter would roll his eyes at the fact that that is the seventh time he's been asked that question but since Ned is willingly talking to him, he's not even mad. "Julia dumped Flash and he was looking for someone to blame which ended up turning me into a human punching bag," Peter replies, gesturing to himself as they walk down the empty hallway together.

"He did all of this to you?" Ned asks, and Peter can feel him staring at his bruised eye and scraped cheek.

"No," Peter chuckles. "No, he didn't even get a hit in. _This_ is from Simon Marshall's goons."

"Well, is Julia okay?"

"Yeah, yeah, Julia's — Julia's fine," Peter replies, smiling a little at his friend's concern. "I… went by myself."

Ned snorts. "Well, that was dumb."

"Tell me about it," Peter mumbles, and a laugh escapes his lips. He doesn't remember the last time the pair of them actually laughed together. He looks over at Ned and him just being here, making sure he's okay, says a lot about their friendship. "Our fight was pretty dumb, too," Peter adds.

"Yeah," Ned says softly, nodding his head. "Can we just swear that we'll never let a girl come between us again?"

"No promises," Peter chuckles, and Ned offers him his hand to which he takes and gives him one of those half-bro hugs he loves so much. Peter feels like he can finally breathe again now he knows his best friend doesn't hate him, and they pull away, grinning from ear to ear, and Peter is about to return to class when he looks down the hall and sees Betty entering the AV room. "There she is," he tells him. "Go get her, tiger." He claps Ned on the back and watches him set off to be with his almost girlfriend.

"Hey," Michelle says, stepping out from the shadows. "Don't steal my line."

"Jeez!" Peter yelps, flinching away from her sudden appearance. He steadies his racing heart and lets out a sigh. "Sorry, Michelle — I — I mean, M-MJ." And he swears he sees her fighting back a smile. "Where'd you get that name anyway?"

"Julia," she replies, stepping further into the hallway and leaning against the row of lockers. "She says I don't seem like a 'Michelle' and 'Michelle Jones' is too long so she shortened it to MJ."

Peter nods. That sounds like her.

"Names are weird," MJ adds.

Peter feels a smile creep across his lips. "What's in a name? That which we call a rose by any other name would smell as sweet."

MJ frowns at him. "Romeo and Juliet? Really? Seriously?"

"Seemed appropriate," he says with a shrug, and his words burst into a laugh.

"You're so lame," she chuckles, and Peter can't believe he actually made her smile. MJ stands upright and flips open her book like she's about to return to class and before she walks further away, Peter calls out to her.

"Hey, I'm — I'm sorry I blew you off the other day."

She lifts her head and stares at him for a moment. "I don't know what you're talking about."

Peter exhales a small laugh. "I'm being serious, MJ," he says, walking over to her. "I was going through something but it's over now, and I — I hope we can still be friends."

She seems to consider this for a moment and just when Peter thinks he's about to be forgiven, she says, "Nah. I don't think we're there yet."

Peter smiles. He is forgiven. In her own weird MJ way, she forgives him. "Dang," he sighs. "Well, maybe one of these days we'll be friends."

"One day," she says, a smile working its way across her face. She salutes at him. "See ya 'round, _tiger._ " MJ walks down the hall with her nose in her book, and Peter walks to class with a spring in his step.

* * *

 _{ Julia }_

Julia applies the last bit of mascara to her lashes and leans back to look at herself in the mirror. Not even a hair is out of place, which is normal for her but tonight is different, more important. She settles on a pair of jeans and a nice casual shirt and jacket since she's not entirely sure what Peter's planned. She doesn't even know how he got that note into her locker. He must have slipped it in there amid the chaos this morning.

This morning. That seems like so long ago. Julia can't believe she started her day being Flash's girlfriend and is ending it by going on a date with Peter.

Is this really happening?

Before Julia can talk herself out of it, she steps out of her room to the kitchen where her father is hurrying to leave for work. "Dad, can you drive me to Peter's?" She asks.

"Of course, kid — Oh, whoa, oh!" He finally looks at her and comes to a stop as he looks her over. "Don't you look nice," he says with smile.

"Please don't make a big deal out of this."

"I'm not making a big deal out of this, am I making a big deal out this? My daughter merely wants to go over to a boy's house looking like the front of a Teen Vogue magazine but sure, Jules, I won't make a big deal out of this."

Julia frowns at her father. "You done?"

"Yeah, I'm done, let's go." He grabs his keys and jacket from the table and they head downstairs to the car. The drive is pretty quick since they only live a few blocks away from each other and Julia is about to step out of the car when he father places a hand on hers.

"Hey," he says, "don't be nervous."

Julia looks at him confused. "Why would I be nervous? It's Peter."

"I'm just saying, you don't have anything to be scared of."

She smiles a little at him. "I'm not afraid, dad."

He sighs, squeezing her hand. "I know you're not, kiddo."

"And I'm not — "

"You're not a kid anymore, I know," he finishes. "You're a smart, strong, independent young woman who doesn't need a man but enjoys the company of a male from time to time."

Julia beams at him. "I'm so proud."

"Go," he says, rolling her eyes at her.

"They grow up so fast," Julia laughs as she steps out of the car and shutting the door behind her. "I love you!" She tells him.

"Love you more!" He calls out, and Julia makes her way inside the apartment complex more confident than ever. She doesn't know what she would do if her father wasn't in her life.

Julia rides the elevator to the seventh floor and climbs the last flight of stairs to the rooftop access door. She pushes it open and is met with a blast of cold as she steps out into the snow covered area. Julia pulls her jacket tighter around her and folds her arms over her chest in an attempt to keep the frost at bay. It's quiet tonight, the snow softly falling to the ground and leaving a wintry blanket on all it touches.

Julia hasn't been up here in quite some time. Granted, she and Peter have been a little busy trying to protect Queens and all but still. She's missed the view.

Just when Julia starts wondering where Peter is, the access door creaks open as someone steps onto the roof. Julia doesn't even bother fighting the smile that creeps onto her lips.

"You know, for a minute there I thought you stood me up," she says into the stillness.

"And leave Queens' golden girl out all by herself?"

Julia whips around to face the voice that is not Peter's and is met with Simon Marshall.

And all the fear in the world rushes through her.

"This city is a dangerous place," he warns.

But Julia promised her father she's not afraid.

Not afraid.

No fear.

"Yeah, I wonder who made it that way," Julia spits out. "I should have known it was you."

"And yet you didn't," Simon says, stepping closer to her. Julia instinctively steps back. "We're so fortunate that Simon Marshall and Spider-Man have the same initials. I hear the two of you are close."

Julia lets out a bitter, half-laugh. "Then you heard wrong. Spider-man doesn't care about me, he has no idea who I am."

Simon tilts his head to the side, feigning innocence. "Then why did you come if not because the note was from our friendly neighborhood web-slinger?" Julia closes her eyes for a moment, disbelieving she fell for this trap. "He will come for you, and you will come with us."

"How about I just start screaming?" She challenges.

He wears a playful frown as he raises his shoulders. "You could," he sings, "but we wouldn't want to upset dear Aunt May standing just underneath us. I hear she's quite fond of you." Simon reaches out and pushes a strand of Julia's hair over her shoulder, and it takes everything she has not to convulse at his touch. "Wouldn't want anything to happen to her, now would we?" He whispers, and Julia just glares at him, thinking of all the ways she can rip his hand from his body and beat him to death with it. "Now," Simon says, stepping even closer to her, "we can do this the easy way or the hard way. I really hope you choose the hard way."

Julia stares up at him and simply holds out her hands to be bound as to not give him the satisfaction of her screams. She'll give in to his demands, but she won't ever give him what he wants. Peter won't come for her, he doesn't even know she's standing right above his head. She'll go with Simon, not because she doesn't have a choice, but because she _has_ a choice and the chance to save Peter. And that's all that matters.

Simon nods his head, impressed with her bravery, and smiles as someone comes up behind her, placing a sack over her head, and everything is black.

* * *

 _{ Peter }_

Peter struggles through the front door, balancing three grocery bags in his arms and closing the door with his foot.

"Hey, May, I got our snacks!" He calls out, setting them down on the kitchen counter and shaking the snow off from his coat. "Sorry it took so long. The line at Del Mar's was around the block, I mean, that's great for business but sucky when you're in a hurry to finish _The Bachelorette_ , am I right?"

May doesn't respond and Peter peeks into the living room, expecting to see her on the couch and engrossed by the show but she's not there.

"May?" Peter hesitantly asks. He steps into the living room, something deep within him telling him that something is very wrong. He steps past the couch and sees May lying on the floor, and his heart plummets to his feet.

"May!" He shouts, rushing to her side and propping her head into his lap. He holds his face close to hers and doesn't feel her breath on his face.

She's not breathing.

She's not breathing —

She's not —

Peter presses two fingers to her neck and waits to find a pulse. It's there but —

It's weak.

It's weak and she's —

Peter can barely think —

He shakily pulls out his phone —

"Nine-one-one, what's your emergency?" A voice quickly responds.

Peter takes a deep breath. "My aunt is dying."


	11. Chapter 11

_{ Peter }_

Peter rubs the spot on his arm where they drew blood from him. It hurts, but it's probably nothing compared to what May is going through. He looks over his aunt, just waiting for her to show some sign of recovery even though he has no idea what the machines hooked up to her are reading. Julia would know.

Peter wishes she were here right now. She would know what's going on with her. No one is telling him anything and this waiting is almost worse than finding her collapsed on the floor.

Almost.

"Oh, my God," a voice says from the doorway, and Peter stands from his chair to greet his friend.

"Hey, Ned," he says, wrapping him in a hug. They're usually not very touchy-feely but, now is a good time as any to change that.

"I came as soon as you called," Ned says, pulling away from Peter and looking at May asleep on the bed. "Is she gonna be okay?" He asks.

Peter glances at her. "I — I don't know. They're not telling me much, but she needed a blood transfusion, which I gave her, so, that should help."

Ned looks around the room for a moment. "Where's Julia? I figured she'd be here since her dad let me in after visiting hours."

Peter shrugs. "I've left her a dozen messages but she's not answering. And when we got here, Mr. Carpenter was asking if she was with me."

Ned looks as confused as Peter feels. "Why would she be with you? Wouldn't she be at home? Wouldn't he know where she is?"

Peter shrugs again, feeling more lost than ever. "I don't know," he says, and looks at May. "I don't know much of anything right now…" But he does know she's gotten better since they arrived at the hospital. She's breathing on her own now, or at least, she was…

Peter looks at the monitor and sees a few different numbers dropping and —

The monitor starts beeping rapidly —

"Nurse!" He calls out.

The screen is flashing red now, the numbers dangerously low —

And May's seizing on the bed —

There's a shuffle of feet in the hallway and the next thing he knows, Peter is being pushed out of the way as four nurses and doctors file into the room bringing more equipment with them.

"Get a crash cart!" Someone orders.

A nurse glances at the monitor. "RST at 120, BP 90 over 60, GTS 5."

"Push 80 grams of Mannitol over 30," a doctor says. "Prep for intubation."

Peter steps forward to one of the nurses. "Mr. Carpenter, what's happening?" He asks.

"Walter, get them out of here!"

Mr. Carpenter steps away from May's bedside to lead Ned and Peter into the hallway. "Sorry, guys," he says, "but you need to stay out of our way."

"What are you doing to her?" Peter blurts out, glancing behind Mr. Carpenter to the room where doctors are furiously working to save his aunt's life.

"We need to get her stable," Mr. Carpenter calmly says, and his calmness only makes Peter more nervous.

"Okay, when is she gonna wake up?"

Mr. Carpenter sighs. "If we can keep her breathing, if her organs don't give out, if — "

"If she even lives that long," Ned quietly says.

And Peter brings his hands to his face.

He would rather be stabbed a hundred times than feel what he's feeling right now.

What he's feeling all over again…

"I wanted to tell you sooner," Mr. Carpenter says, "but they wouldn't allow it."

Peter looks up at him. "Tell me what?" He asks.

Mr. Carpenter is quiet for a moment. He opens and closes his mouth a few times, hesitant, before he finally says, "We found radioactive particles in your aunt's blood."

Peter's stomach drops to his shoes.

"We don't understand how it got there but somehow it did, and it's worsening her current condition."

Peter doesn't —

He doesn't understand —

The blood transfusion —

The blood transfusion was supposed to help her, he was supposed to help her, not make her worse and now she's gonna —

Now she's gonna —

"You're saying she'll die," Ned says.

"I didn't say that," Mr. Carpenter assures them.

But Peter has been in hospitals enough times to know that when a doctor is gentle in telling you bad news, it's never good.

"It's okay, Mr. Carpenter," he says. "You didn't have to."

* * *

 _{ Julia }_

A jarring cold bursts Julia upright. She gasps between the streams of water running down her face as the water bites through her clothes and into her skin.

She blinks open her eyes. Everything is shadows and blur and it feels like the world is spinning and her blood is too hot and her brain is clogged and she can't think and it's dark and —

She blinks again.

Wait —

No, _wait_ —

Just now they were on the rooftop —

She blinks her way through the pain and the murk starts to turn into a vast room, the only light coming from skylights above, filled with the bright moon high and far away.

Julia moves to push her wet hair from her face but —

But her arms won't move.

And they hurt.

God, do they hurt.

Julia tilts her head back to see her arms locked above her as she dangles from a metal rod and the movement makes her head throb, but she's waking up some more and she's remembering more, they took her and cinched a bag over her head with a smell that knocked her into blackness —

She swallows away the tightness in her throat, swallows away the panic and the fear —

Because this is the end, isn't it?

The end of it all.

Simon has her.

And Simon will have him.

"If you hurt him — "

A fist comes from nowhere and punches her in the stomach. Julia lurches forward into the shock of it and as she's throwing up her empty stomach she notices her feet are barely touching the floor. She's swaying in a room so big she can barely make out the walls in the far distance.

The sound of a bucket clattering to the side fills the room, and Julia peers into the darkness and sees several figures clouded by shadows, but one in particular steps forward.

"Lonnie," Simon chides, and the sickly pale man lowers his brass-knuckled fist, but his fingers still twitch like he's got an itch he can't scratch. "Apologies for Lonnie here," Simon continues. "New recruits are always a little finicky. You know I'd never hurt you, right?" He says with his mangled scars and twisted smile.

Julia whips her hair over her shoulder so she can stare right into his ugly face. "I don't know, you did just _kidnap_ me," she spits out, struggling against the handcuffs that bind her.

"A means to an end, golden girl. You know why you're here. But in the meantime, all I want from you is the answer to one simple question."

"Yeah, and what's that?"

"Who is Spider-Man?"

Julia stops struggling. "What?"

"Who is the vigilante this city calls Spider-Man?" He asks again.

"I — I don't — I've never — "

"You what?" Simon interrupts. "You've never spoken to him?" He gives a disapproving _humph_ and moves to a nearby table, grabbing a folder and dropping the contents of it in front of her. "That's funny," he says, "because if this is Spider-Man outside your apartment, that's you! Isn't it?"

Julia swallows thickly as she looks at the picture. It's from two weeks ago when Peter brought her back to her home, the night she fell asleep in his bed, the night they made plans to see the city together.

"And you two again," Simon says, spreading the photographs out and, sure enough, Julia's standing on the rooftop beside Peter without his mask on and she praises God his back was toward the camera. "And I know it was you on that platform," Simon continues. "You're gonna need a better disguise if you're gonna go out crime fighting, _Julia_." He paces the floor around her and Julia glares at him from the corner of her eye.

"I told you," she says, the punch still aching in her belly. "He won't come for me."

"But you protected him at that hospital," he suggests, "saved him at the water treatment facility. Surely, he must feel he has a debt to repay."

"Spider-Man doesn't pay debts or keep score. He does what's right because — "

"Because it's the right thing to do — Yeah, we get it, he's a hero. But if you insist you mean nothing to him…" Julia feels Simon's breath hot on her neck. "Then maybe you finally know who your real enemy is, and who your real friends are," he says. "You did help us build the Juvenator, afterall."

Julia stares at a spot on the ceiling. "I won't tell you," she says. "I won't tell you anything."

"So you do know something," he points out, walking around to her front, and Julia's fists clench in their bindings. She swears under her breath, cursing herself for letting him get into her head —

"Tell me his name," Simon orders.

"You know his name," Julia says, trying to buy herself some time until Lonnie starts scratching his insatiable itch again. "If you know who I am, then you know who he is. Or have you just not been paying attention?"

Simon sighs as if she's let him down. He nods once to Lonnie who steps forward and punches her in the stomach.

"This is a simple transaction, Julia. All you have to do is tell me what I want to know and this ends. The choice is yours. Genuinely, I don't want to see any more harm come to you."

Julia's breathing heavy, bent forward, the ache in her stomach making it difficult to get air into her lungs. She can feel her weight pulling at the bonds on her wrists and she looks out bleary eyed from her little prison of light in the middle of the room, this room with no exits —

This room where she's gonna die —

This room —

This room where she can protect Peter.

And something within Julia chooses.

If this is it, then something in her decides that the last act of her life will be to protect his.

She won't say it, but she tells Simon, "You know his name. Kill me if you want, but you know his name."

And Simon just watches her.

The longest minute of her life passes with him just watching her, reading her, seeing that she means it.

"Alright," he says, frowning a little. "But remember: this is your choice." Simon nods at Lonnie again and Julia's heart pounds in her chest as he steps closer and she glances at him and sees his hands, bruised, calloused, and hardened by years of fighting, but she looks to Simon and presses her lips into a thin line.

She won't say it.

"What's his name?" Simon asks.

"You know his name," she challenges, and Lonnie strikes her across the face, pain exploding in her cheek.

"What is his name?"

"You already know — "

Pain erupts in her nose and she can hardly catch her breath as Lonnie grabs hold of her hair, careening her head back.

Simon steps closer, yelling, "What is his name?!"

Julia looks him in the eye. "No."

Another blow —

She blinks against fresh blood trickling into her eyes —

" _Tell me his name!_ "

"NO!" She shouts, spitting into the dark, tasting blood, her voice rising like a hurricane, high and red and furious.

"What is his _name_ , Julia?!"

"SCREW YOU!"

And Lonnie hits her so hard, her head whips back, up at the ceiling and her eyes are filling with stars and there's nothing to see.

She breathes into the blackness.

In and out.

In.

Out.

She can feel the blood on her face, sticky, and drying.

The footsteps of Simon approach her.

"I'm not your enemy, Julia. Just tell me his name and this will all stop."

Julia's head is hurting so bad, she doesn't say anything. She can't say anything. She can't say the words he wants, she can't say anything without getting beaten senseless.

Julia takes in a breath and says what she has to.

"No."

Another silence.

"So be it," Simon declares. He steps away from her and she hears him at the small table again. Hears him moving things around, hears the scrape of metal —

Panic rises in Julia and she struggles against the bonds and her breathing speeds up and —

She hears him step beside her.

And her eyes are already filling with tears.

This is the end.

It's got to be the end. They won't let her live. They won't let him live.

It's got to be the end.

After all that, it's finally here.

Her end.

 _I'm sorry,_ she thinks. _I'm so sorry, Peter._

Simon rips open her shirt, exposing her stomach to the cold night air, and goosebumps race across her skin from the water still damp on her skin. She sees the car battery on the floor, and Lonnie taps the red and black cables together, sparks exploding from the tips.

Julia looks up at the ceiling, biting her lip to keep from screaming out his name or to stop herself from crying or to —

Hell, she doesn't know —

But she knows this is the end, the end of all things —

She will never escape from here, he'll kill her and he'll kill him and there's no chance, no life, no hope, nothing —

There's pain.

Pain like she's never felt before. Pain ripping through her skin but it's deeper than her skin, it's inside of her and she's on fire, every muscle is on fire —

There's crushing, stabbing pain in her chest and the rest of her body is tingling and —

 _I'm sorry._

 _I'm so sorry, Peter._

* * *

 _{ Peter }_

Peter taps his fingernails against each other. He has to be doing something with his hands. Always has to be doing something with his hands. It helps distract him from everything going on in his brain, but it's hard to distract himself when his thoughts keep drifting back to May in surgery.

And something's wrong.

Really wrong.

Maybe May's surgery is going sideways, maybe something's happened to Julia. It wouldn't be the first time she's gone missing and he had to go find her —

"You okay?"

Peter snaps his head up to see Ned taking a seat next to him in the waiting room. "If I lied, would it make you feel better?" He asks.

"A little," Ned replies, and Peter gives a small smile.

They sit in silence for a while.

"You know, I remember the day the Staten Island Ferry split apart," Ned says. Peter looks over at him. "May was so worried about you. She called Julia, asking if she'd seen you but she hadn't, so she called me and warned me that I'd be expecting a call from May and should take cover for World War III. You know how moms are," he adds with a laugh, eliciting a chuckle from Peter. "They were so worried about you," he says again. "But I knew you were safe. Well, I knew you were there so I told her not to worry. But she did anyway…"

Peter casts his gaze to the floor. He remembers facing her worry, her concern, her love for him. She may not be his mom but she is his mother.

"If there was a way I could trade places with her," Ned says, "I'd do it."

Peter lifts his head, an idea sparking in his mind. "Trade places," he repeats, his voice less than a whisper. "Trade places, give and take life — That's it!"

Ned looks at him, curiously. "What is?"

Peter looks at Ned, and just now realizes he's burst from his seat. He sits down next to him, explaining, "When Simon infected the whole city, he used that ISO-36 cure to reverse the effects. Julia and Betty and Tiny and everyone made a full recovery. If ISO-36 saved them before, it can do it again."

Peter feels so light he barely breathe —

Hope is rising within him and —

And this could work.

"All we have to do is get our hands on some of it and get it back to May." Peter looks around the waiting room. "I need a computer," he mutters, peeking his head into the hallway for a nurse's station.

"Way ahead of you," Ned says. Peter looks over at him and he's pulled out his tablet and is swiping and tapping away furiously at the screen. Peter didn't even know he brought it with him, but he's not surprised. "I'll pull up the locations of those warehouses I found the other day."

"No, it'll be someplace new. I've already been to the ones you found, he'll have moved his operation by now."

"Peter, he kicked the crap out of you last time you were there. He's not gonna be worried if you show up again."

Peter exhales heavily through his nose as he watches Ned work. "He should be," he mutters. Nothing is going to stop him from getting that cure.

Nothing.

Peter stands to change into his suit when Ned stops him. "Whoa, uh, hang on," he says. "Little red flag going up."

Peter looks at him. "What?"

"Uh, someone wanna explain to me why an abandoned warehouse is generating more energy than the Pentagon?" He nervously laughs.

"What?" Peter leans over Ned's shoulder to see the screen and reads that the heat coming from the building and electrical levels are at their max. Simon's made some improvements since Peter last visited.

But for what?

And that pit forms in his stomach again —

(something's wrong — )

"Peter," Ned says, slowly, "what if there isn't any cure left? I mean, after the explosion at that apartment building and the water treatment facility being destroyed _twice_ … What if there's none left, and you can't save her?"

Peter doesn't meet Ned's gaze. He's been having those same thoughts. He's just been ignoring them because he doesn't have the luxury of thinking there's any other solution.

"And what about Julia?" Ned asks. "Aren't you worried about her?"

"Of course I'm worried about her," Peter says, almost offended he would ask that. "But one problem at a time, Ned. We save May, then we find Julia."

Peter walks out of the waiting room and by the time he reaches the door, he stops and looks over a this friend. His friend who's been through so much with him, his friend who helps him even though Peter treats him like crap sometimes, his friend who would die for his aunt —

"Ned?" Peter says, and he looks up from his tablet at him. "Look after her."

Ned gives a small smile. "I will, Spider-Man."

Peter smiles. He loves when he calls him that.

Peter takes off down the hall, glancing at the operating room just down the hall.

 _Hang in there, May,_ he thinks, hoping, praying that she'll fight just a little longer. He grabs his backpack from May's room, quickly slips on his suit, and races outside.

"Karen, get me the location of the warehouse we were at the other night," he instructs, already swinging through the city in its general direction.

" _Sure thing,"_ Karen replies, a map suddenly appearing in his line of sight. _"You should know there's — "_

"A massive energy signature coming from inside, I know."

" _No,"_ she says. _"Julia's in there."_

Peter's heart jumps from his chest and his hold on the web in his hand falters and the next thing he knows, he's scuffling along a rooftop that was thirty feet below him.

(and there's that pit in his stomach — )

Peter pushes himself to his feet. "Karen, repeat what you just said," he orders, his voice lower, more threatening than usual.

" _Julia is in the warehouse. I'm detecting several heat signatures, one of them registering as Julia Carpenter, another as Simon Marshall, Lonnie Lincoln — "_

"Get me the fastest way there," Peter growls. He shoots a web, throwing himself from the building even before the current map on his display is recalculated and a new route is laid out in front of him. Karen tells him where to turn and when to jump and which web to use but he overrides all her suggestions and is swinging so fast, Karen is having trouble catching up.

Peter swings over the fence barricading the warehouse despite his better judgement. There's no patrol roaming outside, which is good, but makes him all the more nervous for what lies inside.

He crawls up the wall to a series of windows near the roof and climbs inside. He shoots a web onto the exposed trusses for a closer look and lands on a catwalk suspended high above the ring of a dozen criminals and there, right in the center of it all, is her.

Even from a distance, Peter can see the pain across her face. There's dried blood all over her, too, cuts and scratches and bruises. But it's her stomach that looks the worst. Her shirt is ripped and her abdomen is bright red and swollen and burned black in places.

And he can see it on her face.

See how much she's hurting.

"Julia…" He whispers, guilt eating up his insides because —

This is what his senses were telling him, wasn't it?

"Alright, Harry, you're up," Simon says, stepping away from Julia as another man emerges from the shadows and into the stream of light.

Karen is already running facial recognition on the side of Peter's display but he already knows who it is.

"Mr. Thompson?" Julia weakly asks, a hiccup escaping her lips. "Mr. Thompson, please… What are you doing?"

Flash's father stands confidently in front of Julia and before he gets a chance to lay his hands on her, Peter shoots a web to swing down to their level but it hits an invisible barrier, rioching off —

"Holy sh — " Peter barely dodges the web as it comes back at him. "Karen, what the hell am I looking at?"

" _It's an electromagnetic pulse emissions field. It appears to be the reason for the energy signature detected earlier, it's connected to a power generator — "_

"Override it!" Peter shouts.

"You hurt my son," Mr. Thompson says, his voice traveling up to the rafters.

Julia laughs bitterly. At least, Peter thinks it's a laugh, but it's more of a cough. "As if you don't hurt him," she rasps. "I've seen the bruises he covers up, and for what? To protect you?"

"He does it to protect you, stupid girl. Everything he's done is to protect you. When I started working for Simon and we got that paycheck, boy, were we sitting pretty. But Eugene knew. He knew that money was dirty and one day we would get to you. So he took you on a date, tried to keep an eye on you until you had to go and ruin everything."

"I didn't know he was protecting me," Julia says.

"And that makes his betrayal toward you that much more heartbreaking. Though, you can hardly be surprised."

Julia doesn't say anything, just hangs her head.

"Don't hurt her," Peter whispers. "Please, please, please…"

"If it helps," Mr. Thompson says, "I'm not entirely sure I would take it personally. Eugene saw a way to get a bomb right into the heart of that hospital, destroying it, all our hard work, perhaps destroying me in the process."

Julia stares at him. "What?"

Mr. Thompson looks back at Simon casually leaning against the table and waits for him to explain. "Oh, that wasn't me who set off that bomb at the hospital," he says. "Why would I try to kill off an entire arsenal I could use for the Juvenator?"

Rage boils up inside Peter and he can't stop himself from banging his fist into the barrier. It rings out in a loud pulse along the force field, but Peter doesn't care if they hear him. That son of a bitch poisoned an entire city for his own gain.

"Karen," Peter demands.

" _Override sixty-eight percent complete."_

"Nevertheless, you presented my son with an opportunity he couldn't pass up," Mr. Thompson continues. "He probably didn't want to hurt you, but there it was: a chance to take me down and weighed up against that, you were finally expendable."

Peter pounds his fist on the force field again, harder, louder this time. There's no way they can't hear that, but Simon ignores him.

And Peter's looking at Julia's face.

It's pulled down sad, pulled down so sad and defeated —

He feels her sadness so much that his eyes get wet and his stomach tightens and his throat clenches.

"Julia," he says. "Please, Julia…"

"He betrayed you," Mr. Thompson says. "He tried to kill you."

And at that, Julia lifts her head.

She looks him right in the eye.

"No," she says. "He tried to kill you."

Oh, good girl.

Peter's heart swells with pride.

 _That's my girl._

Simon gives the signal to one of the men. He takes the jumper cables and holds them to her stomach.

"No!" Peter screams, pounding his fists on the shield.

And over Julia's screams, over the crackling electricity, Simon glances up at the rafters with a smile. He knew. He could hear Peter the whole time, of course he could, he could hear him shouting.

" _Override one-hundred percent complete."_

Peter fires a web to the level below before Karen's even finished her sentence, and he swings down, kicking a thug to the side as he moves on to another attacker. The men swarm him like they did last time, but last time Julia's life wasn't on the line.

Peter kicks, knees, and swings at anything that moves. Anytime someone tries to latch onto his limbs, he pushes forward, barreling through the men. He shoots a web, ready to throw himself at Simon when he takes the cables from the man and holds them to Julia's throat.

Peter immediately stops.

(please don't hurt her — )

(please please please — )

He lets go of the web and raises his hands in surrender.

Simon exhales a laugh. "At long last," he announces, "Queens' very own Spider-Man."

"Let her go," Peter says, his voice filled with nerves that even he can hear.

Simon laughs again. "You know, now I understand why you wear that mask, kid It's not to protect your identity," he says. "No, that'd be too easy. It's so that guys like me can't see how terrified you really are. But you can always hear it in the voice even if you can't see it in the eyes."

Peter swallows away his fear. He is terrified. But Julia's chest is still rising up and down, and he'll push away his fear and whatever else he has to do to keep her alive.

"What do you want?" Peter asks.

"A name," Simon sneers. "A name to go with that pretty face."

"No!" Julia screams.

Two sets of hands come out of nowhere and grab hold of Peter. He struggles against them but they pry back his fingers so he can't even shoot a web and they're tugging back so far, they're gonna break his fingers. They haul him closer to Simon and the other pale man standing in front of Julia, and the men kick Peter's legs out from under him, forcing him to his knees and rip the mask from his head.

Peter keeps his head low, not daring to meet anyone's gaze.

"Julia?" He says to the ground, and it sounds like he's begging.

"Don't tell him!" She shouts. "Don't tell him anything!"

"Oh, I'm not gonna ask him anything," Simon says. "I'm going to ask you. One last time."

Peter lifts his head to see Simon pulling a vial from his pocket and holding it in front of Julia.

The cure —

May —

"After your pal Spider-man here destroyed my work at the water treatment facility, this is the last of the ISO-36 cure. The last in existence," he says. "And I'm willing to give it to you."

Julia shakes her head. "I won't tell you. I don't need that."

"But May does!" Peter struggles forward, hoping to slip out of his captors' grasp but they hold him firm.

"What?" Julia says, looking to between him and Simon. "What did you do to her?! You told me you wouldn't hurt her!"

"I lied!" He shouts, spit flying from his mouth.

Peter lunges forward but doesn't budge. "Julia, please…"

Simon smooths back his hair. "Fine," he huffs. "If not May, then how about that cancer ridden, brain dead mother of yours?"

"SHUT UP! YOU SHUT UP!" Julia screams.

Peter stares at her. He didn't know a sound so loud could escape her slight body.

Simon smiles victoriously. "There it is," he whispers. "You can save her, Julia. All I need from you is one teeny, tiny, little thing: His name." Simon is pointing to Peter, but Julia's just staring at a spot on the floor like she's not even considering his offer.

"Julia," Peter says, struggling forward in vain. "Julia, hey, look at me."

And she does. She finally does and Peter feels his eyes wet with relief because it's the first time they've looked at each other since they stood in that hallway what seems like a lifetime ago and she's shaking her head and crying like she already knows what he's gonna say and that's the thing about Julia. She doesn't need spidey senses to know what he's doing or is about to do. She just knows. She knows him and he knows her, he knows her like he knows his own name and if his name will save her mother, a mother she desperately loves, a mother she desperately wants, how can Peter deny her that?

"It's okay," he tells her, and Julia's lips quiver as more tears slide down her cheeks.

"Tell me his name, Julia," Simon says.

She shakes her head.

"Julia, you have to do this," Peter encourages. "Save her. If I could bring back Ben, I would."

"One more time: Give me his name," Simon says, putting his hand on the jumper cables, "or I up the amperage and your heart gives out."

"No!" Peter shouts.

"Say it!"

"Julia, it's okay! Don't waste this chance on me! It's okay! Tell him!"

And Julia —

Julia says something real quiet.

"What was that?" Simon asks, leaning in close.

Julia looks him straight in the eye and says it again.

"No."

And he takes the jumper cables —

"No!" Peter yells.

Julia's trying to look brave but her body is twisting and curling, trying to keep any part of it away from the cables.

"NO!"

Please please please —

No —

Julia —

"PETER! PETER! MY NAME IS PETER!" He screams, his voice amplified over her screams, over Simon's shouts, just his voice filling everything. "My name is Peter Parker."

"NO!" Julia cries —

And the look on her face —

The look on her face about him —

Peter's chest tears right in two.

"My name is Peter," he repeats, tears stinging his eyes. "Please… Stop… Just stop."

And Peter hangs his head because he can't bear to look Julia in the eye. And he thinks of May and what's going to happen to her and what he's going to do, he'll have no one left, he has no one left —

Peter senses something approaching. Approaching high and fast from above and Peter shields his face as the mass crashes through the roof and there's a roar of thrusters and mechanical movements as it descends and Peter lifts his head to see Iron Man and Captain America touching down just feet from him.

"Has anybody seen an Arc Reactor lying around anywhere? It's blue and shiny and glowy and oh, Spider-Man, you're here too."

Peter gapes at Mr. Stark, the corners of his mouth turning up in a smile because, man, does he have good timing.

Cap steps forward, donning his uniform with his shield slung on his back. He's started to grow out a beard since he's been in hiding, and Peter adds yet another reason to not get on his bad side.

"The gig is up, doc," he says to Simon. "You're gonna let these two go and then you're gonna come with us."

"Yeah, and if you don't, he'll just put you in a loop for thirty minutes." Mr. Stark points over his shoulder where an orange circle spins into existence and Doctor Strange steps through the portal and takes his place beside the others.

And seeing them all together, banding together for him, for Julia, Peter is filled with a newfound strength, like he can do this. He can save Julia, he can save May, he can save everyone.

"Oh, yeah, and, uh," Mr. Stark adds, "we're gonna need the last of that fancy cure you got there. There's a hot lady wearin' a skimpy hospital gown I've gotta see."

Peter looks at him, wondering how Mr. Stark could possibly know about May being in the hospital, and even through his metal mask, he knows he's winking at him.

Simon sighs. "Well, that is quite a to-do list. But if I can't have this, neither can you."

The next few seconds are a blur as Simon throws the vial to the ground but Doctor Strange has already created a portal and catches it in his hand. Simon takes off running and Mr. Stark shoots a beam near his feet but he doesn't stop so Cap throws his shield and sprints after the man. Mr. Stark flies to the thugs holding Peter and tackles one to the ground, allowing Peter to throw his elbow back, hitting the man in the face and quickly shooting a web, binding him to a steel column.

Peter grabs his mask from the floor, slipping it over his head while firing web after web, and Mr. Stark is firing beams that seem to be stunning the men and one of them stupidly decides to come close enough to where Mr. Stark uses his thrusters for a maximum impact uppercut and the man is down for the count. Peter glances over at Cap fighting like a lion, and Doctor Strange is helping Julia down and —

Julia —

Peter swings himself over to them, landing at her side, and before he can even get one word out, Stephen is tucking the ISO-36 vial in his hands. "Take this," he tells him. "Go. Get to the hospital now."

"But — "

"Listen to him, Peter," Mr. Stark calls out, flying around overhead.

Peter looks back at Doctor Strange now carrying Julia in his arms all the while waving open a portal, the hospital appearing on the other side. "We'll be right behind you," he says.

"And there's someone right behind you — Watch out." Mr. Stark flies past, grabbing the attacker by his front and slamming him to the ground.

"We'll take care of things here!" Cap shouts, coming down from a roundhouse kick. "Just go save them!"

Peter doesn't know what to say, in fact there's a million things he wants to say so he says none of them and simply runs through the portal, suddenly stepping into the bright hallway of the hospital.

"That's gonna take some getting used to," he mutters. A set of brightly colored scrubs walk past and Peter flags them down. "Hey, nurse! Nurse!" He shoots a web, flinging himself over to them, and places the vial in their confused hands. "Here. Give this to May Parker, room 207."

"Wha — "

"Just go! 207!"

The nurse slaps their clipboard down at the nurses station before scurrying off down the hall and Peter is about to join them when Mr. Carpenter turns the corridor.

"Stephen?" He questions, looking at the doctor carrying his daughter's limp body. "Oh, my God, Julia! What happened?!"

Peter's stomach tightens with guilt.

Stephen's already placing Julia on a gurney and wheeling her to an O.R. "She was abducted and tortured through electric shock. Nearly two pints lost, pupils are dilated, spontaneous breathing, BR 18 and shallow…"

Doctor Strange and Mr. Carpenter run down the corridor to get Julia the help she needs, and Peter slips away to ensure May has the help she needs.


	12. Chapter 12

_{ Julia }_

Julia cracks her eyes open and squints through the blinding light. There's a blur of shapes sitting at her bedside.

"Oh, God," she moans, closing her eyes again. "Now I know this isn't heaven. If I were, Thor would be sitting in that chair instead of you."

"Welcome back, feisty pants," Tony remarks. Julia glares at him and adjusts her position on the bed, sitting upright and testing how much she can move the dull ache in her side but Tony is already standing and ushering her to lie down again. "Hey, just — take — take it easy, kid."

"Don't tell me what to do," she snaps. Julia can barely move her arms but, she pulls her gown to the side to see a white pad fastened to her stomach. "What happened?" She asks.

Tony sits in the chair again. "You were under the knife for twelve hours, even with Strange leading the operation. This is to help speed the healing up."

Julia looks at the white square on her abdomen. "Cradle tech…"

"You know about that?"

"Is that even a question?" She quips. "Did you catch Simon?"

"Is that even a question?" He throws back. Julia frowns at him. "Cap's got him in custody along with most of the others," he answers, casually leaning back in the chair.

Julia raises an eyebrow at him. "Most?"

"A few may have escaped," he says hesitantly. "But don't worry, we'll find them. Friday's already scanning the city, it's just a matter of time."

Julia nods. She should be screaming and shouting at him for letting even a few slip through his fingers but the pain, or healing, taking place in her stomach keeps her fixed on the bed. "Is May okay?" She asks.

"She's gonna be fine. The doctors say she never would have made it if Spider-Man hadn't gotten them that cure."

Julia shakes her head, remembering her conversation with Simon on the rooftop, the whole reason she left in the first place: to keep May safe. "What did Simon even do to her?" She asks. "How did he know to target her and not my own father?"

"Well," Tony begins, "you spend so much time at the Parker residence, it wouldn't be that hard to figure out. As for May… rapid onset congestive heart failure."

Julia raises a brow at him.

He shrugs. "That's what they're saying. Marshall must have gotten a virus into the house somehow, uh, a pill, a handshake, a dart through a window — I'm spitballin' here, I don't know. The important thing is that she's okay. I'm just a little miffed the Juvenator wasn't there. After all that, it's just" — He snaps his fingers — "gone."

"Yeah," Julia sighs. "Hand me my clothes, would you?" Tony grabs her pile of clothes and places them next to her. She rifles through the pockets of her jeans, saying, "It does suck that the Juvenator is probably still out there — Oh, except for this." She holds up the Arc Reactor, beaming blue in her hand.

Tony gapes at her, his mouth opening and closing a few times. "H-how did you — "

"Sticky hands," she says with a shrug.

Tony snatches the Reactor up, clasping his hands around Julia's and looking at her something akin to the look her own father gives her. "You know I have hundreds of these things, right?" He says.

She smiles a little. "I know. But you said to get it back and I told you I would, and I meant what I said."

Tony grins and kisses the top of her head.

"Does this mean I'm an Avenger now?" Julia asks. She feels Tony's laugh resonate through his body to hers.

"Get some rest," he tells her, before mumbling, "Then we'll talk."

Julia smiles as she watches him exit the room, flipping the Reactor in his hands as if it were nothing more than a baseball, and she leans back into the pillows. It isn't a very comfortable bed, but it's a heck of a lot better than hanging from a rod. She's about to close her eyes and drift to sleep again when a figure appears in the doorway.

Peter stares at her, his eyes wide and full of concern, and his cheek is scraped and his eye blackened, but he doesn't seem to care about himself.

She turns her head away from him.

"Julia?" He says.

She still doesn't look up.

Peter doesn't care about himself or his reputation, for that matter. It's over. They've lost.

Julia feels the bed shift under his weight as he sits on the edge.

Simon Marshall has won. Flash tried to sacrifice her. Countless people are dead and have died for nothing, died for her mistakes, and Peter —

Peter moves closer to her, taking her hand in his.

"Let me go," she says.

But he still holds on to her.

"Let me go," she says, louder.

Julia tries to pull her hand away but her arms are so weak and she's so tired and everything is over. Everything is over.

And he still holds her.

She starts to cry before she can stop it, tears sliding down her cheeks, and Peter moves closer, wrapping his arms around her, and she starts to cry harder when her arms can move a little, she puts them around him and cries even harder because of how he feels and how he smells and how he's holding on to her and his worry and his fretting and his care and his softness —

But he told Simon —

He told him —

Julia tries to push him away, even though she can hardly bare to do it.

"You told him," she says, choking it out.

"I'm sorry," he breathes. "He was killing you and I couldn't — I couldn't just let you die — "

Julia looks at him and there, in his eyes, she can practically see herself screaming as the electricity burns her skin with him pounding on the other side of the force field and worse, she can feel what he felt, feel the hopeless rage of it, feel him unable to save her —

And his face is so worried.

"Julia, please," he says, begging her. "Please don't be mad at me."

She shakes her head. "He'll kill you," she whispers, and another wave of tears overflow onto her cheeks. "Why did you do that? Why did you tell them?! They know who you are, they won't stop coming for you! They won't stop until you're dead, you know that!" She yells, and he's just looking at her, his eyes wide and terrified, and he's crying too and Julia is so tired, just so tired of it all. "Why did you tell them?" She asks again.

Peter wipes a tear from her cheek. "What choice did I have?"

And he's so gentle with her and she doesn't deserve it, she doesn't deserve him, it just makes her angry. "It wasn't your choice!" She fires back. "It was mine! You should have let him kill me!"

And he's looking at her and she can see him trying to find her, his eyes searching, trying to find the real Julia that's deep down in this mess and pain, she can feel him looking —

And for a minute she doesn't want him to find her.

"You should have let them kill me," she says quietly.

But he couldn't, could he?

He couldn't and still be himself.

He couldn't and still be Spider-man.

"If you had died," he says, "part of me would have died with you."

Julia closes her eyes as if to stop her tears from spilling over. She's cried enough. But these tears are different. These are warm and fuzzy and happy and Peter and —

She lifts her head to look at him and he tries to smile. It's crooked like it always is.

Julia slides her arms around his neck and hugs him. "Next time you want me to do your homework," she says, "remind me to tell you no."

Peter laughs, the beautiful sound right in her ear, and squeezes her tightly. Julia isn't sure how long they stay like this, the pair just holding onto each other, disbelieving they're both alive. It isn't until Peter moves back, ending the hug, but still holding onto her, sharing a breath with her, that she realizes what he's doing. And she can see him thinking about it, see him planning it out in his head —

Julia simply leans in and kisses him. It takes him a second to kiss her back, but when he does, his hands find the sides of her face and she slides her hand up his chest and the heart monitor she's hooked up to beeps like crazy, making them laugh and their kisses messy as they bump noses and taste smiles, and it is the happiest Julia has ever been.

They pull away, breathless, and rest their foreheads together. Julia doesn't ever want to let him go.

"I hope I'm not interrupting," a voice says from the doorway, and Peter practically jumps out of skin as he stands from the bed and faces Julia's father.

"I — I was j-just, uh," Petter stammers, glancing at Julia with pleading eyes.

"On his way visit May," she finishes.

"Right!" He exclaims. "I was, uh, on my way back and just wanted to see h-how Julia was doing."

"Well, apparently much better now that you're here," her father grumbles.

"Dad," Julia chides. She glances at Peter, wearing a sheepish grin. "I'll be there in a minute," she tells him, and reaches for his hand, giving it a squeeze. He squeezes back and slips out of the room, literally sliding against the wall as he moves past Julia's father as if he might lash out for catching him with his daughter. She smiles as she watches him sprint out the door, happy to see he's still his usual self despite all the hardships he's endured. That they've both endured. But when she looks back to her father, Julia's smile disappears.

"It's time, Jules," he says.

Julia swallows thickly. She doesn't say anything. Just carefully shuffles out of bed and follows her father down the hall to the intensive care unit.

"I said goodbye to your mother a long time ago," he says, sliding open the curtain, "but you two take as much time as you need, okay?"

Julia looks at her mother lying motionless on the bed, nothing keeping her alive besides the machines pumping her heart and breathing for her.

Julia nods. Her father places a gentle hand on her shoulder and slides the curtain shut. She slowly moves to the edge of the bed and sits beside her mother. She looks so different than the picture in her head. Beautiful, but different.

"Hey, mom," Julia smiles. "Do you remember that time you and dad bounced me on the trampoline? You guys bounced me so high I actually fell off the edge and broke my leg." Julia chuckles at the memory. "I was five. You brought me here and you held me and told me I was gonna be okay, and I was. And here I am, same hospital, ten years later but…" Julia's voice trails off as her tears surface once more. So much has happened without her mother by her side and Julia needs her mother by her side. "But I don't know if I'm gonna be okay," she whispers, tears spilling onto her cheeks. "There are some very bad people out there, they've hurt me, they've hurt the people I love — " Julia sniffles back her tears, chewing on her lower lip as she looks over her mother. "I just want you to hold me like you did and tell me I'm gonna be okay… But you can't and that's my fault, I never should have had May call you that night, you should never have been driving — " Julia shakes her head as if she could shake away the memory of her ten-year-old self sleeping over at Peter's with Ned and getting scared by MJ's story and —

"I'm so sorry, mom," Julia cries, angrily wiping away her tears. "I'm sure you're thinking it's not my fault and even if it was, you forgive me… 'cause that's what you do for the people you love: you forgive them."

Peter appears in Julia's mind, staring at her from the recess of her memory, her lips tingling like she can still feel him there.

"And I think," Julia says, "I think I'm learning to forgive myself." She takes her mom's hand in hers, and presses a kiss to her knuckles. "Thank you for teaching me that."

Julia hears the curtain slide open behind her, and she looks to see Doctor Strange approaching. He wears an ill fitting set of scrubs and looks tired as hell, but he's professional as usual. "Your father told me you'd be here. How are you feeling?" He asks.

"Good," she replies. "I guess I have you to thank for that."

"And that asshole Stark for lending you his tech," he mutters.

"You really don't like him, do you?"

"Do you?"

She shrugs. "He's growing on me."

"Either way, I believe this belongs to you." Stephen extends his hand to Julia, and she reaches out to accept whatever it is. She nearly starts crying all over again when she opens her palm to a vial of the ISO-36 cure. "You left it at the Sanctum when you stopped by last week," Stephen exclaims.

She clutches it in her hand. "Thank you."

"What will you do with it?"

Julia looks at her mother. "I want to save her, I do, but she's been gone for so long I wouldn't even know what to do if she came back. It's like it wouldn't be her, you know?"

"Well, whatever you decide, we're with you every step of the way."

A small smile creeps onto Julia's lips. She wipes away a rogue tear from her cheek.

"Tell auntie Chris to stop by soon," she says to Stephen. "She's gonna want to tell her sister goodbye."

"I'll tell her," he says, and leaves Julia to spend her final moments with her mother.

* * *

 _{ Peter }_

Peter coats the last of May's nails and blows on the polish to help it dry. It's not the best paint job he's ever done, but he thinks May will like the splash of color on her fingers to brighten this gloomy hospital.

There's a knock at the door and Peter turns to see Julia stepping inside.

"Hey," she says, smiling and closing the door behind her. Peter shushes her, holding a finger to his lips, and glances at May who is thankfully still asleep. She's recovering from her latest surgery as the cure works its way through her and he doesn't want to wake her up with their talking so he takes Julia's hand and ushers her into the hallway before they get too loud. And he didn't mean to do it but now they're so close with Julia's back pressed to the wall and his chest brushing hers and her breath on his face, but he doesn't think she minds the closeness.

"Hi," he says.

"Hi," she smiles. She reaches over and puts one hand in his —

And he feels her fingers there and he feels the relief all over again, the relief of seeing her, the relief of having her here, right here in front of him, even in the way her smile pulls him in and —

He wonders if seeing so much death is why she looks a little different to him. More real, more here, like it's just the most incredible thing in the world that they're both still alive and he feels his chest get all funny and tight and he thinks, _Here she is, my Julia, she's here, she's okay_ —

And he finds himself thinking how he wants to take her hand again and never let it go, to feel the skin of it, the warmth of it, hold it tight against his own hand and —

"S-sorry," Peter blurts out, remembering why they're out in the hallway in the first place. "May just fell asleep, I didn't wanna wake her."

"It's okay," Julia replies, pushing herself away from the wall and walking a few paces ahead. Peter joins her. "How's she doing?"

"She — she's great," Peter happily admits. "She's gonna be fine — H-how are you?" He tugs on her arm to stop their walk so she has to face him. "How's your mom?" He softly asks. "The way your dad came in there, I figured it was about her…"

Julia looks down at the floor, and a loose strand of hair falls in her eyes. Peter instinctively reaches out and tucks it behind her ear, his fingers lingering on her cheek. "We're taking her off life support either tonight or tomorrow," she quietly says.

Peter feels his shoulders fall.

"Oh, Julia — "

"I — It — It's okay. Really. I — I'm okay."

Peter looks at her, and sees her. Sees how okay she is with this, how she's made her peace with it. But he's never seen anyone who, even when everything has been taken away, still has so much to give.

"What about you?" She asks, nudging his side. "How are you holding up?"

Peter inhales a deep breath, thinking over the question, then blows out his cheeks in a smile. He runs his thumb along her cheek, Julia leaning into his touch, and smiles when she kisses his palm. "As long as May's okay — As long as _you're_ okay," he says, "I'm okay."

Julia smiles up at him. "You have got to stop saying stuff like that."

His brow furrows. "Or what?"

"Or this happens." Julia steps closer and kisses him. Without warning, without hesitation, and Peter is speechless all over again.

"I should say stuff like that more often," he muses.

"You should," she agrees with a laugh.

And she's there, right in front of him, taking his hands from her face and entwining her fingers with his as she leans in, and he's not uncomfortable like he is with so many others because even if he does something silly or embarrassing, it's not embarrassing. Because she knows him. Every part of him. And she cares for him and likes him just the way he is and she was willing to give up her mother to save him but he chose to save her and how could he be anything less than comfortable when she's around?

"I…" Peter starts, but his voice cracks at the sudden sound and he clears his throat a little. "I'd really like to kiss you again," he says.

Julia laughs. "As you should."

This time, Peter is the one to lean in and press his lips to hers, stealing the breath in her lungs because that breath belongs to him and he kisses her like none before because his lips, his heart, his everything belongs to her.

And nothing could change that.

Peter tilts his head to the side, deepening the kiss and inviting more of her in, and Julia giggles against his lips at his incessant kiss and he feels himself grinning from ear to ear, the pair laughing when they come up for air. Peter just pulls her closer, kissing her nose, her cheek —

"Look," Julia says, nodding her head down the hall. "They look like us."

Peter lifts his head to see Captain Rogers and Mr. Stark shaking hands and standing in rather close quarters.

"I'm glad you called, Tony. It's good to see ya."

Mr. Stark shakes his hand. "You too, Cap."

The two superheroes stay connected, just holding onto each others hands and staring into each others eyes and oh, God, they do look like Peter and Julia.

"So are you guys gonna, like, kiss and makeup now or what?" Julia calls out down the corridor.

Peter stares at her. Mr. Stark looks over his shoulder at them. No, glares at them, before rolling his eyes and returning to Captain Rogers who simply says, "If you need me, you know how to reach me."

Peter's brow furrows. "Did he just quote Kim Possible?"

"I think so," Julia replies. Captain Rogers walks down the adjacent hallway, almost disappearing instantly.

Mr. Stark throws his arms in the air. "Do you two just like ruining everything?" He proclaims.

"Yep. Get used to it," Julia says.

Mr. Stark rolls his eyes as he walks a few paces over to them and Peter has to help Julia stand since she's leaning on him to keep herself upright. She's recovering, but also growing more tired by the minute.

"Where's Cap off to now?" Peter asks.

"Don't know," Mr. Stark says. "Back into hiding with the others, apparently, and why are you standing?" He asks, looking Julia up and down. "Don't you have another surgery or something so I can get my tech that's in your stomach back?"

Julia puts her hands up in surrender. "Alright, alright, mom! Jeez!" She exclaims, shuffling away from Peter and down the hall to the room she's staying in. Peter doesn't want to let her go but soon a nurse is helping her and it's actually not even a nurse, it's Doctor Strange.

"Strange, feel free to operate without sedation."

"Screw you," Julia throws over her shoulder.

"What she said," Strange adds.

"Love you too, fiesty pants," Mr. Stark says, and turns to Peter asking, "You doin' alright, kid?"

If Peter didn't know Mr. Stark, his head would be spinning with how fast he moves a conversation but he's used to it by now so he simply lets out a sigh and begins walking down the hall. "Why does everyone keep asking me that?"

"Cause your secret just came out to a dozen of New York's most wanted list, your aunt almost died, and your girlyfriend almost died and don't think I didn't see you two getting a little action."

Peter glances at him but quickly averts his gaze as if to avoid the heat rising to his cheeks. He reaches up and scratches the back of his neck with the hope of rubbing it out. "How did you know to come help us?" He asks.

"When Simon's men took off your mask, Karen sent out a distress call. You should be nicer to her."

Peter feels a small smile tug on his cheeks. Good 'ol Karen.

"You know when Julia first came out into the city with me to stop Simon, Karen was totally against it," Peter says, laughing a little at the memory and what she told him on the rooftop that night.

"For good reason," Mr. Stark adds.

"Yeah," he agrees. "Yeah, for good reason, but I had a good reason too. I didn't know it at the time but, I couldn't have done this without her." Mr. Stark looks at him, stopping their walk down the corridor.

"If it weren't for Julia that night, Simon would have outed me and left my body to be found in a water tank by the police," Peter continues, and now that he's started talking about her, he feels like he can't stop. "She's my best friend and I don't " — The words just come spilling out of his mouth — "I don't wanna do this without her — I can't — I just — "

"Oh — Okay," Mr. Stark says, putting a hand on his shoulder and something in his firm grip makes Peter stop and take a breath. "It's okay. You're both okay. Julia's okay, May's okay, everyone's gonna be okay."

Peter nods mechanically.

"And if Julia's willing to put up with our crazy world then…" Peter looks up to see Mr. Stark bobbing his head back in forth, weighing the scales in his head. "She's pretty perfect," he concludes, and Peter's chest gets all funny again. "But next time?" Mr. Stark says. "Listen to Karen."

Peter nods in agreeance. "Yes, sir."

"She knows what she's talking about. I mean, she is part me afterall."

Peter just nods again. He can't think of anything to say because —

Julia's perfect?

She's _perfect_?

Peter knew she was perfect but if Mr. Stark thinks she's perfect too? This is too good to be true.

"You'll be alright, kid," Mr. Stark says, clapping Peter on the back. "You both will."

"Thank you, Mr. Stark," Peter says, turning to the man and shaking his hand.

"Mr. Parker," he replies, and Peter just stands there in the corridor, watching his idol stroll away as he whistles idly with no idea that he just dropped an A-bomb in Peter's lap because, holy shit, she's perfect.

She _is_ perfect. And Peter really wants to go see her but she's being prepped for surgery again and May is still asleep and God, Peter could really use some sleep but he's too wired now to do anything else. He spots a vending machine in the guest area and realizes how much is stomach is grumbling. He fishes a couple quarters out of his pocket and starts poking them into the machine until one slips from his fingers but before he can catch it or even grab it with a web, an elderly man is at his side and bending down to pick it up.

"My bad," Peter sheepishly says. "Thank you, sir."

The old man smiles a little, the creases deepening on his face. "You should be more careful with things like this," he says, placing it in Peter's hand. "Someone might try to steal it away from you."

"I'll be more careful next time," Peter chuckles, slipping it into the vending machine.

"In fact," the old man says, leaning up against the metal side, and Peter frowns at him because, dude, have you ever heard of personal space?

"Recently someone tried to steal something from me," the man says.

Peter frowns for real this time. It sucks when his backpack gets stolen. "Oh, I'm — I'm so sorry to hear that."

The old man shrugs and runs a hand through his silver hair. "Well, they weren't very successful at first," he chuckles. "A building collapsed on him, twice, but then he got creative and brought backup."

Peter's stomach drops to the floor.

He looks at the man —

The man with silver hair —

The man who knows something —

"They destroyed my entire life's work," the man says.

Peter tries to downplay his suspicions and just get away from him as quick as possible. "Well, I'm — I'm sure they had a g-good reason," he stutters through a nervous laugh. Peter reaches down to grab his snack from the tray at the bottom and when he stands upright again, the man is right in his face and Peter can't even run because he's got his wrist in a death grip and how can someone so frail-looking be so strong?

"I know who you are," the man states, his voice low and menacing, " _Peter Parker._ "

Peter glares at him, his chest rising up and down.

Don't panic.

 _Don't_ panic.

"Simon's told me all about you," he continues, but that's not possible. They caught Simon just under twenty-four hours ago. "Looks like your Avenger friends can't contain us afterall."

Peter looks at the old man, fear seeping into his stomach —

What did he do to Doctor Strange? To Cap? Mr. Stark?

Peter must have some sort of terrified look on his face because the old man is just laughing, darkly, and squeezing him, preventing him from leaving and —

The man steps closer to him, lowering his voice, and whispering, "You're looking a little pale, Spider-Man. Where's your mask?"

Peter presses his lips into a thin line. He can still deny everything, he can say he has the wrong guy, but the second Peter says something, he won't be able to get out of this. And he wants to get out of this. He wants to be far away from crazy men and death threats and all of it.

But Peter has a feeling he won't get what he wants because —

When does he ever?

"You took something from me," the man growls. "Now I'm taking everything from you."

Peter's heart lurches in his chest —

No —

 _No_ —

And he's just staring down the corridor —

Because the world is spinning —

The world is ending —

His world is ending, crashing down around him —

And all he can do, all he can say is —

"Julia."

* * *

Julia Carpenter Will Return.


End file.
